Common use of Estoppel Certificates Clause in Contracts

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. TenantWithin fifteen (15) days after Landlord’s request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground a written statement certifying: (i) that none of the terms or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence provisions of this Paragraph 14Lease have been changed (or if they have been changed, stating how), within ten ; (10ii) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified has not been canceled or terminated; (iii) the last date of payment of Base Rent and in full force and effect (or, if modified, stating the nature of such modification) other charges and the date time period covered; (iv) that Landlord is not in default under this Lease (or if Tenant states that Landlord is in default, describing it in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any rent prospective purchaser or encumbrancer of the Property may require. Landlord may deliver any such statement by Tenant to any such prospective purchaser or encumbrancer, which may rely conclusively upon such statement as true and correct. If Tenant does not deliver such statement to Landlord within such fifteen (15) day period, Landlord, and any such prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of this Lease have not been changed except as represented by Landlord; (ii) that this Lease has not been canceled or terminated except as otherwise represented by Landlord; (iii) that not more than one (1) month’s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. TenantTenant shall, without charge, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time-to-time, within ten fifteen (1015) business days from after receipt of written notice from request therefor by Landlord, will execute, acknowledge and deliver to Landlord anda written estoppel certificate, at in such form as may be determined by Landlord’s request, certifying to Landlord, Landlord's Mortgagee, any prospective purchaserpurchaser of Landlord's interest in the Building, ground or underlying lessor or Mortgagee or any other party acquiring an interest in person designated by Landlord, an estoppel certificate as of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any the date of such persons. Landlordestoppel certificate, at any time and from time to time the following, without limitation: (but subject to a) whether Tenant is in possession of the last sentence of this Paragraph 14), within ten Premises; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that whether this Lease is unmodified and in full force and effect effect; (orc) whether there have been any amendments to this Lease, and if so, specifying such amendments; (d) whether there are then existing any set-offs or defenses against the enforcement of any rights hereunder, and if so, specifying such matters in detail; (e) the dates, if modifiedany, stating the nature of such modification) and the date to which any rent and or other charges have been paid in advanceadvance and the amount of any Security Deposit held by Landlord; (f) that Tenant has no knowledge of any then existing defaults of Landlord under this Lease, and acknowledging that or if there are notsuch defaults, specifying them in detail; (g) that Tenant has no knowledge of any event having occurred that authorizes the termination of this Lease by Tenant, or if such event has occurred, specifying it in detail; and (h) the address to Landlord’s knowledge, any uncured defaults on the part of which notices to Tenant or specifying such defaults if they are claimedunder this Lease should be sent. It is intended that any Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the person or entity to whom it is directed or by any other party person or entity who could reasonably be expected to rely on it in the normal course of business. The failure of Tenant to execute, acknowledge and deliver such a certificate in accordance with this Section 28 within fifteen (15) days after a request therefor by Landlord shall constitute an acknowledgment by Tenant, which may be relied on by any prospective purchaserperson who would be entitled to rely upon any such certificate, ground or underlying lessor or Mortgagee, or that such other party. Neither party shall be required certificate as submitted by Landlord to provide an estoppel certificate to the other more than one time per calendar year, unless such party Tenant is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applytrue and correct.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt Business Days after the written request of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground a written statement in the form attached hereto as Exhibit K or underlying lessor or Mortgagee or any in such other party acquiring an interest in form as may be reasonably requested by Landlord, an estoppel certificate certifying (i) that none of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary the terms or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence provisions of this Paragraph 14Lease have been changed (or if they have been changed, stating how), within ten ; (10ii) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease has not been canceled or terminated and is unmodified and in full force and effect effect; (or, if modified, stating iii) the nature last date of such modification) payment of Base Rent and other charges and the date time period covered; (iv) to the best of Tenant’s knowledge, that Landlord is not in default under this Lease (or if in default, describing it in reasonable detail); and (v) such other information with respect to Tenant as Landlord may reasonably request or which any rent prospective purchaser or encumbrancer of the Property may reasonably require. Landlord may deliver any such statement by Tenant to any prospective purchaser or encumbrancer, which parties may rely conclusively upon such statement as true and correct. If Tenant does not deliver such statement to Landlord within such 10-Business Day period, Landlord, and any such prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of this Lease have not been changed except as represented by Landlord; (ii) that this Lease has not been canceled or terminated and is in full force and effect, except as otherwise represented by Landlord; (iii) that not more than one (1) month’s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, Tenant shall be estopped from denying the truth of such facts. Within ten (10) Business Days after the written request of Tenant, Landlord shall execute, acknowledge and deliver to Tenant a written statement in such form as may be reasonably requested by Tenant, certifying (i) that none of the terms or an event provisions of this Lease have been changed (or if they have been changed, stating how); (ii) that this Lease has occurred not been canceled or terminated and is in full force and effect; (iii) the last date of payment of Base Rent and other charges and the time period covered; (iv) to the best of Landlord’s knowledge, that Tenant is not in default under this Lease (or if in default, describing it in reasonable detail); and (v) such other information with respect to Landlord as Tenant may reasonably request or which any prospective encumbrancer of the Tenant’s equipment or personal property in accordance with the giving provisions of notice or passage of time would lead Section 12.01 may reasonably require. Tenant may deliver any such statement by Landlord to a default by any such partyprospective encumbrancer, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyparties may rely conclusively upon such statement as true and correct.

Estoppel Certificates. TenantAt any time, at any time and from time to time time, upon the written request of Landlord or any “Mortgagee” (but subject to the last sentence of this Paragraph 14as defined in section 29 hereof), Tenant, within ten (10) business days from receipt of the date of such written notice from request, agrees to execute and deliver to Landlord and/or such Mortgagee, a written statement: (a) ratifying this Lease; (b) confirming the commencement and expiration dates of the terms of this Lease; (c) certifying that Tenant is in occupancy of the Leased Space, and that the Lease is in full force and effect and has not been modified, assigned, supplemented or amended except by such writings as shall be stated; (d) certifying that all conditions and agreements under this Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (e) certifying that Landlord is not in default under the Lease and there are no defenses or offsets against the enforcement of this Lease by Landlord, will or stating the defaults and/or defenses claimed by Tenant; (f) reciting the amount of advance rent, if any, paid by Tenant and the date to which such rent has been paid; (g) reciting the amount of security deposited with Landlord, if any; and (h) any other information which Landlord or the Mortgagee reasonably may require. The failure of Tenant to execute, acknowledge and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring a statement in accordance with the provisions herein within the period set forth herein shall constitute an interest in Landlord, an estoppel certificate of acknowledgment by Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as which may reasonably be required relied upon by any of such persons. Landlord, at person holding or intending to acquire any time and from time to time (but subject to interest whatsoever in the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying Leased Space or the Building that this Lease has not been assigned, amended, changed or modified, is unmodified and in full force and effect (orand that the Minimum Annual Rent, if modified, stating and Additional Rent have been duly and fully paid not beyond the nature of such modification) and respective due dates immediately preceding the date of the request for such statement and shall constitute as to any persons entitled to rely on such statements (other than Landlord) a waiver of any defaults by Landlord or defenses or offsets against the enforcement of this Lease by Landlord which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate exist prior to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing date of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applywritten request.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written Business Days’ prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that to the best of Tenant’s knowledge, Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or, if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to deliver such statement within the time required hereunder, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord’s performance of its obligations hereunder, (iii) not more than one month’s installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate may cause Landlord serious financial damage by causing the failure of either party delivered pursuant a sale or financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 may be relied upon damages caused by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or loss of such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfinancing.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written Business Days' prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that to the best of Tenant's knowledge Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to deliver such statement within the time required hereunder, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord's performance of its obligations hereunder, (iii) not more than one month's installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate may cause Landlord serious financial damage by causing the failure of either party delivered pursuant a sale or financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 may be relied upon damages caused by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or loss of such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfinancing.

Estoppel Certificates. TenantEither Party and Secured Lender may, at any time time, and from time to time (but subject time, deliver written notice to the last sentence other Party requesting such Party to certify in writing (each, an “Estoppel Certificate”): (a) that this Agreement is in full force and effect, (b) that this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (c) whether or not, to the knowledge of the responding Party, the requesting Party is in Breach or claimed Breach in the performance of its obligations under this Paragraph 14)Agreement, and, if so, describing the nature and amount of any such Breach or claimed Breach, and (d) whether or not, to the knowledge of the responding Party, any event has occurred or failed to occur which, with the passage of time or the giving of notice, or both, would constitute an Event of Monetary Default or an Event of Non-Monetary Default and, if so, specifying each such event. A Party receiving a request for an Estoppel Certificate shall execute and return such Certificate within ten thirty (1030) business days from following the receipt of written the request therefor. If the party receiving the request hereunder does not execute and return the certificate in such 30-day period and if circumstances are such that the Party requesting the notice from Landlordrequires such notice as a matter of reasonable business necessity, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in the Party requesting the notice may seek a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED second request which conspicuously states “FAILURE TO EXECUTE THE REQUESTED ESTOPPEL CERTIFICATE WITHIN FIFTEEN (15) DAYS SHALL BE DEEMED WAIVER PURSUANT TO SECTIONS 15.6 AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY 15.13 OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time DEVELOPMENT AGREEMENT” and from time to time (but subject which sets forth the business necessity for a timely response to the last sentence of this Paragraph 14)estoppel request. If the Party receiving the second request fails to execute the Estoppel Certificate within such 15-day period, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying it shall be conclusively deemed that this Lease the Agreement is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have has not been paid amended or modified orally or in advancewriting, and acknowledging that there are not, to Landlord’s knowledge, any no uncured defaults on under this Agreement or any events which, with passage of time of giving of notice, of both, would constitute a default under the part of Tenant or specifying such defaults if they are claimedAgreement. It is intended The City Manager shall have the right to execute any Estoppel Certificate requested by Developer under this Agreement. The City acknowledges that any such certificate of either party delivered pursuant to this Paragraph 14 an Estoppel Certificate may be relied upon by the other party and any prospective purchaserProperty Transferee, ground Secured Lender or underlying lessor or Mortgagee, or such other party. Neither party The Estoppel Certificate shall be required provided in lieu of zoning compliance letters authorized pursuant to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this LeaseSMMC Section 9.38.020E, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyany successor thereto.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written Business Days’ prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or, if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to deliver such statement within the time required hereunder, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord’s performance of its obligations hereunder, (iii) not more than one month’s installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate may cause Landlord serious financial damage by causing the failure of either party delivered pursuant a sale or financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 may be relied upon damages caused by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or loss of such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfinancing.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from after Landlord’s request, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or if Landlord is claimed to be in default, setting forth such default in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Property may reasonably require. Landlord may deliver any such statement by Tenant to any prospective purchaserpurchaser or encumbrancer of the Property, ground and such purchaser or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of encumbrancer may rely conclusively upon such statement as true and correct. If Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing shall not deliver such information as is customary or as may reasonably be required by any of statement to Landlord within such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt day period, Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following statements as facts: (i) that the terms and provisions of written notice from Tenantthis Lease have not been changed except as otherwise represented by Landlord, will execute and deliver to Tenant an estoppel certificate of Landlord certifying (ii) that this Lease is unmodified and in full force and effect has not been canceled or terminated except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one month’s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applystatements.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from after Landlord’s request, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of Base Rent and other charges and the time period covered; (iv) that Landlord is not in default under this Lease (or if Tenant states that Landlord is in default, describing it in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Property may require. Landlord may deliver any such statement by Tenant to any such prospective purchaserpurchaser or encumbrancer, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of which may rely conclusively upon such statement as true and correct. If Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing does not deliver such information as is customary or as may reasonably be required by any of statement to Landlord within such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt day period, Landlord, and any such prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying this Lease have not been changed except as represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been canceled or terminated except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one (1) month’s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14), within upon not more than ten (10) business days from receipt of written notice after a request is received from Landlord, will execute, acknowledge Tenant shall execute (or make good faith corrective comments to) and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing or to such information party as is customary or as Landlord may reasonably be required by any designate, a written statement certifying the date of such persons. Landlord, at any time commencement and from time to time (but subject to expiration of the last sentence Term of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been any modifications of this Lease, that the Lease is in full force and effect as modified and stating the date and nature of the modification or modifications), that Landlord is not in default under this Lease (or, if there is any claimed default, stating the nature and extent thereof), that Tenant is not in default under this Lease (or, if Tenant is in default, specifying the nature and extent thereof), the current amounts of such modification) and the date dates up to which any rent Rent has been paid, the period for which Rent and other charges have been paid in advance, and acknowledging any additional matters or information that there are not, to may reasonably be requested by Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended expressly understood and agreed that any such certificate of either party statement delivered pursuant to this Paragraph 14 paragraph may be relied upon by the other party and any prospective purchaserpurchaser of the Building or any lender, ground or underlying lessor or Mortgageeprospective lender, or any assignee or prospective assignee of any lender, and by any third person designated by Landlord. Tenant’s failure to deliver such other party. Neither party a statement within said ten (10) business day period, when such failure continues for three (3) business days after notice from Landlord shall constitute a Default by Tenant under this Lease and shall be required to provide an estoppel certificate to the other conclusive against Tenant (i) that this Lease is in full force and effect, without modifications except as may be represented by Landlord, (ii) that there are no defaults in Landlord’s performance hereunder, (iii) that not more than one time per calendar yearmonth’s Rent has been paid in advance, unless and (iv) as to the accuracy of any other matters specified in the statement that was delivered to Tenant. Landlord will similarly provide such party is then in default under this Leasea certificate to Tenant within ten (10) business days following Tenant’s request, which certificate may be relied upon by any entity providing financing or an event has occurred that with the giving investment funds to Tenant or any proposed subtenant or assignee of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyTenant.

Estoppel Certificates. Tenant, at any time and from time to time Receipt of estoppel certificates (but subject to the last sentence of this Paragraph 14"Tenant Estoppel Certificates"), within ten from all tenants leasing more than 10,000 square feet of space, together with such additional tenants as may be required so that Tenant Estoppel Certificates are received from tenants leasing, in the aggregate, not less than 80% of the net rentable square feet of space covered by leases in effect as of the date hereof, shall be a condition precedent to Buyer's obligation to purchase the Property hereunder. Each Tenant Estoppel Certificate shall either be substantially in the form provided in Exhibit "C" attached hereto and made a part hereof or in the form, if any, prescribed in the applicable tenant lease and shall disclose no material defaults or other adverse information which is materially inconsistent with the leases or the "Rent Roll" (10) business days as hereinafter defined). Seller's sole obligation hereunder shall be to utilize commercially reasonable efforts to obtain a Tenant Estoppel Certificate from receipt each tenant at the Property (such reasonable efforts obligations not including any obligation to institute legal proceedings or to expend monies therefor), but such obligation shall not affect the provision of written notice from Landlordsuch Tenant Estoppel Certificates as a condition precedent to closing. Without limiting the condition that Buyer received the Estoppel Certificates described above, will execute, acknowledge and Seller shall deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an the Closing a Seller's estoppel certificate ("Seller's Estoppel") for each tenant that does not deliver a Tenant Estoppel Certificate. The Seller's Estoppel shall state that (i) attached to such estoppel is a true, correct and complete copy of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary the applicable tenant lease (including all amendments or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14modifications thereto), within ten (10ii) business days from receipt of written notice from Tenantthere is no default under the applicable lease, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating iii) the nature of such modification) and the date to which any rent and other charges have been paid in advancepayable under the applicable lease, (iv) the commencement and termination date of the applicable lease, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on (v) the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon suite number and square footage covered by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other partyapplicable lease. Neither party The Seller's Estoppel shall be required to provide an estoppel certificate subject to the other more than one time per calendar year, unless such party is then limitations on survival contained in default under this Lease, or an event has occurred that with paragraph 7C hereof and the giving of notice or passage of time would lead to a default by such party, or limitations on liability contained in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyparagraph 9B hereof.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon --------------------- not less than ten (10) business days from receipt of written days' prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to execute and deliver to Landlord the required certificate within the required ten (10) business day period, then Landlord may send Tenant a second written notice requesting that Tenant execute and deliver such certificate to Landlord pursuant to the terms hereof. If Tenant fails to execute and return such certificate to Landlord within ten (10) business days following such second written notice, then such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord's performance of its obligations hereunder, (iii) not more than one month's installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate within the ten (10) business day period following Landlord's second written notice to Tenant, as provided above, may cause Landlord serious financial damage by causing the failure of either party delivered pursuant a sale or financing transaction and shall give Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 may be relied upon damages caused by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or loss of such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfinancing.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within a) Upon not less than ten (10) business days from receipt of written days’ prior notice from by Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord anda statement certifying to Landlord the following (or, at Landlord’s requestif not accurate, stating information with respect to such inaccuracy) (i) the Commencement Date, (ii) the Expiration Date, (iii) the dates of any prospective purchaseramendments or modifications to this Lease, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10iv) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease was properly executed and is unmodified and in full force and effect (without amendment or modification, or, if modifiedalternatively, stating that this Lease and all amendments and modifications have been properly executed and are in full force and effect, (v) the nature current annual Basic Rent, the current monthly installments of such modificationBasic Rent and the date on which Tenant’s obligation to pay Basic Rent commenced, (vi) the current monthly installment of Additional Rent for Taxes and Landlord’s Operating Expenses, (vii) the date to which any rent Basic Rent and other charges Additional Rent have been paid, (viii) the amount of the security deposit, if any, (ix) if applicable, that all work to be done to the Premises by Landlord has been completed in accordance with this Lease and has been accepted by Tenant, except as specifically provided in the estoppel certificate, (x) that no installment of Basic Rent or Additional Rent has been paid more than thirty (30) days in advance, and acknowledging (xi) that there are notTenant is not in arrears in the payment of any Basic Rent or Additional Rent, (xii) that, to LandlordTenant’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either neither party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party Lease is then in default under in the keeping, observance or performance of any covenant, agreement, provision or condition contained in this Lease, or an Lease and no event has occurred that which, with the giving of notice or the passage of time time, or both, would lead to result in a default by such either party, except as specifically provided in the estoppel certificate, (xiii) that, to Tenant’s knowledge, Tenant has no existing defenses, offsets, liens, claims or credits against the Basic Rent or Additional Rent or against enforcement of this Lease by Landlord, except as specifically provided in the estoppel certificate, (xiv) that Tenant has not been granted any options or rights of first refusal to extend the Term, to lease additional space, to terminate this Lease before the Expiration Date or to purchase the Premises, (xv) that Tenant has not received any notice of violation of any Legal Requirement or Insurance Requirement relating to the Building or the Premises, (xvi) that Tenant has not assigned this Lease or sublet all or any portion of the Premises, (xvii) that no “hazardous substances” or “hazardous wastes” have been generated, manufactured, refined, transported, treated, stored, handled, disposed or spilled on or about the Premises, except as otherwise permitted in this Lease, and (xviii) such other matters as reasonably requested by Landlord. Tenant hereby acknowledges and agrees that such statement may also be relied upon by any mortgagee, or any prospective purchaser, tenant, subtenant, mortgagee or assignee of any mortgage, of the Property or any part thereof. Landlord agrees that it shall request an estoppel certificate from Tenant only in connection with a potential sale or refinancing financing affecting all or a portion of the Project Premises or if requested by the holder of an interest in Landlord requesting party, in which events the one time per year limitation shall not applyUnderlying Encumbrance.

Estoppel Certificates. Tenant, at Seller shall use its reasonable efforts (without incurring any time and from time additional expense) to time (but subject obtain prior to the last sentence Closing Date tenant estoppel certificates from each Tenant substantially in the form attached hereto as Exhibit J; provided, however, that if a form of this Paragraph 14estoppel certificate is attached to or otherwise prescribed in a particular lease document, that form (the "Prescribed Form") shall be deemed to be acceptable to Buyer in the event that any Tenant is unwilling to sign the form attached hereto as Exhibit J. It shall be a condition to Buyer's obligation to close the sale and purchase of a Property that on or before the Closing Seller delivers to Buyer tenant estoppel certificates substantially in the form attached hereto as Exhibit J (or in the Prescribed Form, if applicable) from (i) Tenants occupying seventy five percent (75%) of the total leased square footage of the Properties; and (ii) Significant Tenants occupying seventy five percent (75%) of the total leased square footage covered by such Significant Tenants' Leases (with respect to each of preceding clauses (i)-(ii), within ten the "Required Percentage"); provided, however, if Seller is unable to obtain the aforesaid tenant estoppel certificates from Tenants or Significant Tenants (10as the case may be) business days from receipt of written notice from Landlordoccupying the Required Percentage, will executeSeller may, acknowledge and deliver but shall not be obligated to, provide a certificate to Landlord andBuyer, at Landlord’s requestwith respect to such missing estoppel certificates, as chosen by Seller, to any prospective purchaser, ground the effect that (except as disclosed in the Due Diligence Materials or underlying lessor in the Leases to which such estoppels relate): (i) to Seller's knowledge the Leases for those Tenants or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information Significant Tenants (as is customary or as the case may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10be) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and are in full force and effect effect; (or, if modified, stating ii) the nature amount of such modificationthe Tenants' or Significant Tenants' security deposits; (iii) and the date to dates through which any rent and other charges have has been paid in advance, and acknowledging that there are notpaid; (iv) neither Seller nor, to Landlord’s Seller's knowledge, any uncured defaults of those Tenants or Significant Tenants (as the case may be) is in default thereunder; (v) a true, correct and complete copy of the Leases are attached; (vi) the Leases expire on the part dates specified and are not subject to any renewal or extension options, except as specified, and (viii) there are no options to purchase or rights of Tenant or specifying such defaults if they are claimedfirst refusal except as specified. It is intended Buyer shall be obligated to accept Seller's certification in lieu of any missing estoppel certificates. Seller's representations and warranties in the certificate shall survive the Closing, provided that (i) Buyer must give Seller a Claim Notice with respect to any claim it may have against Seller for a breach of any such representation and warranty by July 6, 1998, and must commence litigation (if any) relating to such Claim Notice not later than October 6, 1998 (and any claim that Buyer may have that is not so asserted, or litigation by Buyer that is not so commenced, shall be barred and not be valid or effective and Seller shall have no liability whatsoever with respect thereto) and (ii) any certificate of either party delivered by Seller pursuant to this Paragraph 14 may Section 8.4 shall cease to survive the Closing to the extent specifically confirmed by a tenant estoppel certificate delivered by a Tenant or a Significant Tenant. In no event shall the minimum thresholds to Buyer's recovery set forth in Section 4.3(a) apply to any certificates delivered by Seller (but Buyer's recovery under any such certificates shall be relied upon limited by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then maximum limitations set forth in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applySection 4.3(a)).

Estoppel Certificates. TenantLandlord and Tenant agree, at any time and from time to time (but subject time, upon not less than 10 days' prior written request by the other party, to deliver to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing certifying (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease as modified is in full force and effect and stating the modifications); (ii) the dates to which Basic Rent and other Rent have been paid; (iii) the other party is not in default in any provision of this Lease or, if modifiedin default, stating the nature thereof specified in detail; (iv) the amount of such modificationmonthly Basic Rent currently payable by Tenant; (v) the amount of any prepaid Rent; (vi) that Tenant has taken possession of the Original Premises (if Tenant has in fact done so) and that Landlord has performed all of its obligations under SECTION 3 with respect to the date to which any rent design, construction and other charges have been paid in advanceinstallation of the Original Base Building and the Original Leasehold Improvements, and acknowledging that or if there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate obligations remaining to be performed, specifying the same in detail; (vii) if applicable, that Tenant has taken possession of either party delivered pursuant the Expansion Building (if Tenant has in fact done so) and that Landlord has performed all of its obligations under SECTION 18 with respect to this Paragraph 14 the design, construction and installation of the Expansion Base Building and the Expansion Leasehold Improvements, or if there are any such obligations remaining to be performed, specifying the same in detail; and (viii) such other matters as may be relied upon reasonably requested by the other requesting party and or any mortgagee or prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing purchaser of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyPremises.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14)Sublessee shall, within ten (10) business days from receipt of written notice from Landlordafter each and every request by Sublessor, will execute, acknowledge and deliver to Landlord Sublessor or any party reasonably designated by Sublessor, without cost or expense to Sublessor, a statement in writing (a) certifying that this Sublease is unmodified and, at Landlord’s requestto the best knowledge of Sublessee, is in full force and effect (or if there have been modifications, that the same is in full force and effect as modified, and stating such modifications); (b) specifying the dates to which Base Rent, additional and electricity charges have been paid; (c) stating whether or not, to the best knowledge of Sublessee, Sublessor is in default in the performance or observance of its obligations under this Sublease and, if so, specifying each such default; (d) stating whether or not, to the best knowledge of Sublessee, any event has occurred which, with the giving of notice or passage of time, or both, would constitute a default by Sublessor under this Sublease, and, if so, specifying each such default; (e) stating whether or not, to the best knowledge of Sublessee, any event has occurred which, with the giving of notice or passage of time, or both, would constitute a default by Prime Lessor under the Prime Lease with respect to the Subleased Premises, and, if so, specifying such event; (f) describing all notices of default submitted by Sublessee to Sublessor and Prime Lessor with respect to this Sublease, or the Prime Lease from and after the date hereof; and (g) containing such other information with respect to the Subleased Premises or this Sublease as Sublessor shall reasonably request. Sublessee hereby acknowledges and agrees that any such statement delivered pursuant to this Paragraph may be relied upon by any prospective purchaserassignee, ground transferee or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate mortgagee of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”the leasehold estate of Sublessor under the Prime Lease. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14)Sublessor shall, within ten (10) business days from receipt of written notice from Tenantafter each and every request by Sublessee, will execute execute, acknowledge and deliver to Tenant an estoppel certificate of Landlord Sublessee or any party reasonably designated by Sublessee, without cost or expense to Sublessee, a statement in writing (a) certifying that this Lease Sublease is unmodified and and, to the best knowledge of Sublessor, is in full force and effect (oror if there have been modifications, if that the same is in full force and effect as modified, and stating such modifications); (b) specifying the nature of such modification) and the date dates to which any rent Base Rent, additional and other electricity charges have been paid in advance, and acknowledging that there are paid; (c) stating whether or not, to Landlord’s knowledgethe best knowledge of Sublessor, Sublessee is in default in the performance or observance of its obligations under this Sublease and, if so, specifying each such default; (d) stating whether or not, to the best knowledge of Sublessor, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that which, with the giving of notice or passage of time time, or both, would lead to constitute a default by Sublessee under this Sublease, and, if so, specifying each such partydefault; (e) stating whether or not, to the best knowledge of Sublessor, any event has occurred which, with the giving of notice or passage of time, or in connection both, would constitute a default by Prime Lessor under the Prime Lease with a potential sale respect to the Subleased Premises, and, if so, specifying such event; (f) describing all notices of default submitted by Sublessor to Sublessee and Prime Lessor with respect to this Sublease, or refinancing the Prime Lease from and after the date hereof; and (g) containing such other information with respect to the Subleased Premises or this Sublease as Sublessee shall reasonably request. Sublessor hereby acknowledges and agrees that any such statement delivered pursuant to this Paragraph may be relied upon by any prospective assignee, transferee or mortgagee of the Project or an interest in Landlord requesting party, in which events leasehold estate of Sublessee under the one time per year limitation shall not applySublease.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from after Landlord’s request, Tenant will execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of the Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or if Landlord is claimed to be in default, setting forth such default in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Property may require. Landlord may deliver any such statement by Tenant to any prospective purchaserpurchaser or encumbrancer of the Property, ground and such purchaser or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of encumbrancer may rely conclusively upon such statement as true and correct. If Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing does not deliver such information as is customary or as may reasonably be required by any of statement to Landlord within such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days day period, Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon (and Tenant will be estopped from receipt denying): (i) that the terms and provisions of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease has not been canceled or terminated except as otherwise represented by Landlord; (iii) that not more than one month’s Rent (except as to Base Rent which is unmodified and in full force and effect (or, if modified, stating the nature of such modificationdue on an annual basis) and the date to which any rent and or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. TenantTenant shall, without charge therefor, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within ten fifteen (1015) business days from receipt of written notice from after request by Landlord, will execute, acknowledge and deliver to Landlord anda written estoppel certificate certifying to Landlord, at Landlord’s requestany mortgagee, to assignee of a mortgagee, or any prospective purchaserpurchaser of the Premises, ground or underlying lessor or Mortgagee or any other party acquiring an interest in person designated by Landlord, an estoppel certificate as of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any the date of such persons. Landlord, at any time and from time to time estoppel certificate: (but subject to a) that Tenant is in possession of the last sentence of this Paragraph 14), within ten Leased Premises: (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, that this Lease is in full force and effect as modified and setting forth such modification); (c) whether or not there are then existing any setoffs or defenses against the enforcement of any right or remedy of Landlord, or any duty or obligation of Tenant hereunder (and, if modifiedso, stating specifying the nature same in detail); (d) the amount of such modification) the Basic Rent and the date to dates through which any rent Basic Rent and other charges Additional Rent have been paid in advance, and acknowledging paid; (e) that there are not, to Landlord’s knowledge, Tenant has no knowledge of any then uncured defaults on the part of Landlord under this Lease (or if Tenant or specifying such defaults if they are claimed. It is intended that has knowledge of any such certificate uncured defaults, specifying the same in detail); (f) that Tenant has no knowledge of either party delivered pursuant to any even having occurred that authorizes the termination of this Paragraph 14 may be relied upon Lease by Tenant (or if Tenant has such knowledge, specifying the same in detail); (g) the amount of any Security Deposit held by Landlord; and (h) such reasonable other party and any prospective purchaserinformation requested by Landlord, ground or underlying lessor or Mortgageesuch mortgagee, assignee of such mortgagee, such purchaser or such other partyperson. Neither party Failure to deliver the certificate upon request by Landlord shall be required conclusive upon Tenant for the benefit of Landlord and any successor to provide an estoppel certificate to Landlord that this Lease is in full force and effect and has not been modified except as may be represented by the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with requesting the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applycertificate.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from following a request in writing by Landlord, will Tenant shall execute, acknowledge and deliver to Landlord andan estoppel certificate, at Landlord’s requestwhich, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in as submitted by Landlord, an estoppel certificate shall be substantially in the form of Tenant in a Exhibit E, attached hereto (or such other form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may be reasonably be required by any prospective mortgagee or purchaser of such persons. Landlordthe Project, at or any time and from time to time (but subject to the last sentence of this Paragraph 14portion thereof), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying indicating therein any exceptions thereto that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advancemay exist at that time, and acknowledging that there are not, to shall also contain any other information reasonably requested by Landlord or Landlord’s knowledge, any uncured defaults on the part of Tenant mortgagee or specifying such defaults if they are claimedprospective mortgagee. It is intended that any Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchasermortgagee or purchaser of all or any portion of the Project. Tenant shall execute and deliver whatever other instruments may be reasonably required for such purposes. At any time during the Lease Term, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other but not more than one time per two (2) times during any calendar year, unless Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such party is then the normal practice of Tenant, shall be audited by an independent certified public accountant. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate or other instruments shall constitute an acceptance of the Premises and an acknowledgment by Tenant that statements included in default the estoppel certificate are true and correct, without exception. Notwithstanding the foregoing, in the event that (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that “controls” Tenant or is otherwise an “affiliate” of Tenant, as those terms are defined in Section 14.8 of this Lease) is publicly traded on a national stock exchange, and (ii) Tenant has it own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an event has occurred entity that controls Tenant or with the giving entities which are otherwise Affiliates of notice or passage of time would lead Tenant), then Tenant’s obligation to a default by such party, or in connection provide Landlord with a potential sale or refinancing copy of the Project or an interest in Landlord requesting party, in which events the one time per year limitation its most recent current financial statement shall not applybe deemed satisfied.

Estoppel Certificates. Tenant(a) Upon Landlord's written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been cancelled or terminated; (iii) that the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or, if Landlord is claimed to any prospective purchaserbe in default, ground or underlying lessor or Mortgagee or any stating why); and (v) such other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or matters as may be reasonably be required by any Landlord or the holder of a mortgage, deed of trust or lien to which the Premises is or becomes subject. Tenant shall deliver such persons. Landlord, at any time and from time statement to time (but subject to the last sentence of this Paragraph 14), Landlord within ten (10) business days from receipt after Landlord's request or Tenant shall be in default under this Lease. Any such statement by Tenant may be given by Landlord to any prospective purchaser or encumbrancer of the Premises. Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. Unless Landlord has received a written notice from Tenantstatement to the contrary within such ten (10) day period, will execute Landlord, and deliver to Tenant an estoppel certificate any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been cancelled or terminated except as otherwise represented by Landlord; (oriii) unless provided otherwise, if modified, stating the nature of such modification) and the date to which any rent and that not more than one month's Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from after request therefor by Landlord, will execute, acknowledge Tenant agrees to execute and deliver to Landlord and, at Landlord’s requesta certificate in the form attached hereto as Exhibit G, to any prospective purchaserproposed mortgagee or purchaser of the Premises, ground or underlying lessor or Mortgagee to Landlord or any other party acquiring an interest in designated by Landlord, an estoppel certificate certifying (if such be the case) to any matter reasonably requested by Landlord including without limitation the following: (a) that Tenant is in full and complete possession of Tenant the Premises, such possession having been delivered by Landlord and accepted by Tenant; (b) that any improvements required to be furnished by Landlord by the terms of this Lease have been completed in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject all respects to the last sentence satisfaction of this Paragraph 14), within ten the Tenant; (10c) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (orand has not been amended, if modified, stating supplemented or superseded except as specifically noted; (d) that there is no existing default on the nature part of such modificationLandlord in the performance of any covenant, agreement or condition contained in this Lease to be performed by Landlord; (e) and that the date Tenant does not have any actual or pending claim against the Landlord or any right of offset or defense to which any rent and claim by Landlord; (f) that no rents or other charges have been paid in advance, prepaid by Tenant; (g) the amount of any Security Deposit being held by Landlord; and acknowledging (h) that there are not, to Landlord’s knowledge, any uncured defaults the addressee of said certificate may rely on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party representations therein made; and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate certifying as to the other more than one time per calendar yeardates of commencement and termination of the Term, unless such party is then in default the date on which rents commenced to accrue under this Lease, or and the date through which rents and other charges hereunder have been paid. Failure of Tenant to execute and deliver the requested certificate shall constitute an event has occurred that with Event of Default and an admission by Tenant as to the giving accuracy of notice or passage of time would lead to a default all matters set forth in the certificate presented by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyLandlord.

Estoppel Certificates. Tenant, at any time and from time to time Within five (but subject to the last sentence of this Paragraph 14), within ten (105) business days from receipt of written notice from following a request in writing by Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlordcertificate, at any time and from time to time stating (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and is in full force and effect (or, if there have been modifications, that this Lease is in full force and effect as modified, stating and setting forth such modifications), (b) the nature of such modification) and the date dates to which any rent Rent and other charges sums payable hereunder have been paid in advancepaid, and acknowledging that there are not(c) either that, to the knowledge of Tenant, no default exists hereunder or, specifying each such default of which such Tenant has knowledge and (d) any other information reasonably requested by Landlord or Landlord’s knowledge, any uncured defaults on the part of Tenant current or specifying such defaults if they are claimedprospective mortgagee. It is intended that any Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by any current or prospective mortgagee or purchaser of all or any portion of the Project. Tenant shall execute and deliver whatever other party instruments may be reasonably required for such purposes. At any time during the Lease Term, Landlord may require Tenant, and to the extent applicable, any guarantor(s), to provide Landlord with a current financial statement and (if available) financial statements of the two (2) years prior to the current financial statement year. Such statements shall be delivered by Tenant and such guarantor(s) to Landlord within fifteen (15) days after Landlord’s written request therefor and be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant or such guarantor(s), shall be audited by an independent certified public accountant with copies of the auditor’s statement, reflecting Tenant’s or such guarantor(s)’, as applicable, then-current financial condition in such form and detail as Landlord may reasonably request, which shall be kept confidential by Landlord except that Landlord may share with any prospective purchaserbuyer, ground investor or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing lender of the Project any financial statements of Tenant and guarantor(s) provided to Landlord either prior to or after the date of this Lease (provided that such recipient agrees to keep such statements confidential). The failure of Tenant and any such guarantor(s) to timely execute, acknowledge and deliver such estoppel certificate or other instruments, shall constitute an interest acceptance of the Premises and an acknowledgment by Tenant and such guarantor(s) that statements included in Landlord requesting partythe estoppel certificate are true and correct, in which events the one time per year limitation shall not applywithout exception.

Estoppel Certificates. Tenant(a) Upon Landlord's written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that Tenant has accepted the Premises (or, at Landlord’s requestif Tenant has not done so, that Tenant has not accepted the Premises and specifying the reasons therefore); (ii) the commencement and expiration dates of this Lease; (iii) that none of the terms or provisions of this Lease have been changed (or if they have been changed, stating how they have been changed); (iv) that this Lease has not been canceled or terminated; (v) the last date of payment of the Basic Rent and other charges and the time period covered by such payment; (vi) that Landlord is not in default under this Lease (or, if Landlord is claimed to be in default, stating the specific facts supporting Tenant's claim of default); (vii) the capacity of the person executing the certificate and that such person is duly authorized to execute the same on behalf of Tenant; (viii) that no notice has been received by Tenant of any default which has not been cured, except as to defaults specified in the certificate; (ix) the amount of any security deposit and prepaid rent; (x) such other representations or information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser, ground purchaser or underlying lessor encumbrancer of the Premises or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of the Complex may require. Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing shall deliver such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time statement to time (but subject to the last sentence of this Paragraph 14), Landlord within ten (10) business days from after receipt of written notice from Landlord's request. Landlord may give any such statement by Tenant to any prospective purchaser or encumbrancer of the Premises or the Complex. Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. (b) After verifying Tenant, will execute and deliver to Tenant an 's receipt of the estoppel certificate if Tenant does not deliver such statement to Landlord within such ten (10) day period, Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been canceled or terminated except as otherwise represented by Landlord, (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one month's Basic Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default such facts asserted in good faith by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyLandlord.

Estoppel Certificates. TenantAt any time, at any time and from time to time time, upon the written request of Landlord or any “Mortgagee” (but subject to the last sentence of this Paragraph 14)as defined in Section 31 hereof) Tenant, within ten five business (105) business days from receipt of the date of such written notice from request, agrees to execute and deliver to Landlord and/or such Mortgagee, without charge and in a form reasonably satisfactory to Tenant, Landlord and/or such Mortgagee, a written statement (a) ratifying the Lease; (b) confirming the commencement and expiration dates of the term of the Lease; (c) certifying that Tenant is in occupancy of the Demised Premises, and that the Lease is in full force and effect and has not been modified, assigned, supplemented or amended except by such writings as shall be stated; (d) certifying that all conditions and agreements under the Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (e) certifying that Landlord is not in default under the Lease and there are no defenses or offsets against the enforcement of the Lease by Landlord, will or stating the defaults and/or defenses claimed by Tenant; (f) reciting the amount of advance rent, if any, paid by Tenant and the date to which such rent has been paid; (g) reciting the amount of security deposited with Landlord, if any; and (h) any other information which Landlord or the Mortgagee shall reasonably require. The failure of Tenant to execute, acknowledge and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as accordance with the provisions herein within the period set forth herein may reasonably be required treated by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence its option, as an Event of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyDefault.

Estoppel Certificates. Tenant, at Tenant shall execute and return within fifteen (15) calendar days any time and certificate or agreement that Landlord reasonably may request from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect as modified, and stating the modification. The certificate also shall state (ori) if true that all work has been completed, and the work and the Premises are accepted as satisfactory except for items listed on a punchlist, if modifiedany, stating attached to such certificate; (ii) the nature amount of such modification) Base Rent and Additional Rent and the date dates on which Rent commenced to accrue and to which any rent and other charges have the Rent has been paid in advance, and acknowledging the. amount of any security deposit or prepaid Rent; (iii) that Tenant is paying Rent on a current basis: (iv) that Tenant is in full and complete possession of the Premises and doing business; (v) that there are not, to Landlord’s knowledge, any uncured defaults is no present fault on the part of Landlord, or attach a memorandum stating any such instance of default; (vi) that Tenant has not advanced any amounts to or on behalf of Landlord which have not been reimbursed; (vii) that Tenant has no rights to setoff and no defense or counterclaim against enforcement of its obligations under the Lease, including the payment of Rent, except as provided in the Lease. (viii) if appropriate, that Tenant understands that this Lease has been collaterally assigned to Landlords mortgagee as security for a loan to Landlord and that Rent may not be prepaid other than as may be provided for in this Lease nor may this Lease be amended, modified, or waived so as to have a material impact on the financial obligations of either Tenant or specifying Landlord without such defaults mortgagee's prior written, approval; (ix) if they appropriate, that there are claimedno actions, whether voluntary or otherwise, pending against Tenant under the bankruptcy laws of the United States or any state thereof, (x) if appropriate, that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the Rent, and (xi) any other fact pertaining to Tenant's interest in this Lease which Landlord, or Landlord's mortgagee, may request. It Failure to deliver the certificate within fifteen (15) calendar days shall be conclusive upon Tenant for the benefit of Landlord and any successor to Landlord that this Lease is intended that in full force arid effect and has not been modified except as may be represented by the party requesting the certificate. If Tenant fails to deliver the certificate within such fifteen (15) day period, Tenant, by such failure, irrevocably constitutes and appoints Landlord as its special attorney-in-fact to execute and deliver the certificate to any third party. Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, any ground or underlying lessor or Mortgageelessor, or such other party. Neither party shall be required to provide an estoppel certificate to any beneficiary under the other more than one time per calendar yeardeed of trust on the Building, unless such party is then in default under this Leasethe underlying land, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyany part thereof.

Estoppel Certificates. Tenant, at any time and The Tenant shall from time to time time, upon not less than fifteen (but subject to 15) days' prior written request by the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to the Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject writing certifying to the last sentence Landlord or an independent third party, with a true and correct copy of this Paragraph 14)Lease attached thereto, within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if there have been any modifications, that the same is in full force and effect as modified and stating the modifications); (ii) that the Tenant has no knowledge of any defenses, offsets or counterclaims against its obligations to pay the Annual Fixed Rent and Additional Rent and to perform its other covenants under this Lease (or if there are any defenses, offsets, or counterclaims, setting them forth in reasonable detail); (iii) that there are no known uncured defaults of the Landlord or the Tenant under this Lease (or if there are known defaults, setting them forth in reasonable detail); (iv) the dates to which the Annual Fixed Rent, Additional Rent and other charges have been paid; (v) that the Tenant has accepted, is satisfied with, and is in full possession of the Premises, including all improvements, additions, and alterations thereto required to be made by Landlord under the Lease; (vi) that the Landlord has satisfactorily complied with all of the requirements and conditions precedent to the commencement of the Term of the Lease as specified in the Lease; (vii) the Term, the Commencement Date, and any other relevant dates, and that the Tenant has been in occupancy since the Commencement Date and paying rent since the specified dates; (viii) that no monetary or other considerations, including, but not limited to, rental concessions for Landlord, special tenant improvements or Landlord's assumption of prior lease obligations of Tenant have been granted to Tenant by Landlord for entering into the Lease, except as specified; (ix) that Tenant has no notice of a prior assignment, hypothecation, or pledge of rents or of the Lease; (x) that the Lease represents the entire agreement between Landlord and Tenant (unless there are amendments, in which case all amendments shall be specified); and (xi) such other matters with respect to the Tenant and this Lease as the Landlord may reasonably request. On the Commencement Date, Tenant shall, at the request of Landlord, promptly execute, acknowledge and deliver to Landlord a statement in writing that the Commencement Date has occurred, that the Annual Fixed Rent has begun to accrue (if true) and that Tenant has taken occupancy of the Premises. Any statement delivered pursuant to this Section may be relied upon by any prospective purchaser or mortgagee of the Property and shall be binding on the Tenant. Landlord shall from time to time, upon not less than fifteen (15) days' prior request by Tenant, execute, acknowledge and deliver to Tenant a statement in writing certifying to Tenant or an independent third party, that (i) this Lease has not been modified and is in full force and effect or, if there has been a modification of this Lease, that this Lease is in full force and effect as modified, stating such modifications, (b) the dates to which the Annual Fixed Rent and Additional Rent have been paid, (c) whether or not, to the knowledge of the Landlord, Tenant is in default, and, if Tenant is in default, stating the nature of such modificationdefault, (d) and the date to which any rent and other charges have been paid in advance, and acknowledging that whether or not there are not, to Landlord’s knowledge, then existing any uncured defaults on set-offs or defenses against the enforcement of any of the obligations hereunder upon the part of Tenant Landlord or Tenant, as the case may be, to be performed or complied with (and, if so, specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applysame).

Estoppel Certificates. Tenant, at (a) Seller shall use its reasonable efforts (without incurring any time and from time additional expense) to time (but subject obtain prior to the last sentence Closing Date tenant estoppel certificates from each Tenant substantially in the form attached hereto as Exhibit J; provided, however, that if a form of this Paragraph 14estoppel certificate is attached to or otherwise prescribed in a particular lease document, that form (the "Prescribed Form") shall be deemed to be acceptable to Buyer in the event that any Tenant is unwilling to sign the form attached hereto as Exhibit J. It shall be a condition to Buyer's obligation to close the sale and purchase of a Property that on or before the Closing Seller delivers to Buyer tenant estoppel certificates substantially in the form attached hereto as Exhibit J (or in the Prescribed Form, if applicable) from (i) Tenants occupying seventy five percent (75%) of the total leased square footage of the Properties; and (ii) Significant Tenants occupying seventy five percent (75%) of the total leased square footage covered by such Significant Tenants' Leases (with respect to each of preceding clauses (i)-(ii), within ten the "Required Percentage"); provided, however, if Seller is unable to obtain the aforesaid tenant estoppel certificates from Tenants or Significant Tenants (10as the case may be) business days from receipt of written notice from Landlordoccupying the Required Percentage, will executeSeller may, acknowledge and deliver but shall not be obligated to, provide a certificate to Landlord andBuyer, at Landlord’s requestwith respect to such missing estoppel certificates, as chosen by Seller, to any prospective purchaser, ground the effect that (except as disclosed in the Due Diligence Materials or underlying lessor in the Leases to which such estoppels relate): (i) to Seller's knowledge the Leases for those Tenants or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information Significant Tenants (as is customary or as the case may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10be) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and are in full force and effect effect; (or, if modified, stating ii) the nature amount of such modificationthe Tenants' or Significant Tenants' security deposits; (iii) and the date to dates through which any rent and other charges have has been paid in advance, and acknowledging that there are notpaid; (iv) neither Seller nor, to Landlord’s Seller's knowledge, any uncured defaults of those Tenants or Significant Tenants (as the case may be) is in default thereunder; (v) a true, correct and complete copy of the Leases are attached; (vi) the Leases expire on the part dates specified and are not subject to any renewal or extension options, except as specified, and (viii) there are no options to purchase or rights of Tenant or specifying such defaults if they are claimedfirst refusal except as specified. It is intended Buyer shall be obligated to accept Seller's certification in lieu of any missing estoppel certificates. Seller's representations and warranties in the certificate shall survive the Closing, provided that (i) Buyer must give Seller a Claim Notice with respect to any claim it may have against Seller for a breach of any such representation and warranty by July 6, 1998, and must commence litigation (if any) relating to such Claim Notice not later than October 6, 1998 (and any claim that Buyer may have that is not so asserted, or litigation by Buyer that is not so commenced, shall be barred and not be valid or effective and Seller shall have no liability whatsoever with respect thereto) and (ii) any certificate of either party delivered by Seller pursuant to this Paragraph 14 may Section 8.4 shall cease to survive the Closing to the extent specifically confirmed by a tenant estoppel certificate delivered by a Tenant or a Significant Tenant. In no event shall the minimum thresholds to Buyer's recovery set forth in Section 4.3(a) apply to any certificates delivered by Seller (but Buyer's recovery under any such certificates shall be relied upon limited by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then maximum limitations set forth in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applySection 4.3(a)).

Estoppel Certificates. TenantAt any time, at any time and from time to time time, upon the written request of Landlord or any “Mortgagee” (but subject to the last sentence of this Paragraph 14as defined in Section 29 hereof), Tenant, within ten (10) business days from receipt of the date of such written notice from request, agrees to execute and deliver to Landlord and/or such Mortgagee, a written statement: (a) ratifying this Lease; (b) confirming the commencement and expiration dates of the Term of this Lease; (c) certifying that Tenant is in occupancy of the Leased Space, and that the Lease is in full force and effect and has not been modified, assigned, supplemented or amended except by such writings as shall be stated; (d) certifying that all conditions and agreements under this Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (e) certifying that Landlord is not in default under the Lease and there are no defenses or offsets against the enforcement of this Lease by Landlord, will or stating the defaults and/or defenses claimed by Tenant; (f) reciting the amount of advance rent, if any, paid by Tenant and the date to which such rent has been paid; (g) reciting the amount of security deposited with Landlord, if any; and (h) any other information which Landlord or the Mortgagee reasonably may require. The failure of Tenant to execute, acknowledge and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring a statement in accordance with the provisions herein within the period set forth herein shall constitute an interest in Landlord, an estoppel certificate of acknowledgment by Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as which may reasonably be required relied upon by any of such persons. Landlord, at person holding or intending to acquire any time and from time to time (but subject to interest whatsoever in the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying Leased Space or the Building that this Lease has not been assigned, amended, changed or modified, is unmodified and in full force and effect (orand that the Minimum Annual Rent, if modified, stating and Additional Rent have been duly and fully paid not beyond the nature of such modification) and respective due dates immediately preceding the date of the request for such statement and shall constitute as to any persons entitled to rely on such statements (other than Landlord) a waiver of any defaults by Landlord or defenses or offsets against the enforcement of this Lease by Landlord which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate exist prior to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing date of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applywritten request.

Estoppel Certificates. TenantUpon the request of either party hereto (such party, at any time the “Requesting Party”), the party receiving such request (the “Non-Requesting Party”) shall execute, acknowledge, and from time to time (but subject deliver to the last sentence Requesting Party a written statement certifying: (i) that none of the terms or provisions of this Paragraph 14Lease have been changed (or if they have been changed, stating how they have been changed); (ii) that this Lease has not been cancelled or terminated; (iii) the last date of payment of Base Rent, Additional Rent, and any other charges and the time period covered by such payment; (iv) that the Requesting Party is not in default under this Lease (or, if the Requesting Party is claimed to be in default, stating why); and (v) such other matters as may be reasonably required by the Requesting Party or the holder of a mortgage or lien to which the Premises is or becomes subject. The Non-Requesting Party shall deliver such statement to the Requesting Party within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlordafter the Requesting Party’s request, request or the Non-Requesting Party shall be in default under this Lease. Any such statement by the Non-Requesting Party may be given by the Requesting Party to any prospective purchaser, ground purchaser or underlying lessor encumbrancer of the Premises. Such purchaser or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in encumbrancer may rely conclusively upon such statement as true and correct. Unless the Requesting Party has received a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject written statement to the last sentence of this Paragraph 14), contrary within such ten (10) business days from receipt day period, Requesting Party, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (A) that the terms and provisions of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying this Lease have not been changed except as otherwise represented by Requesting Party; (B) that this Lease is unmodified and in full force and effect has not been cancelled or terminated except as otherwise represented by Requesting Party; (orC) unless provided otherwise, if modifiedthat not more than one month’s Base Rent, stating the nature of such modification) and the date to which any rent and Additional Rent, or other charges have been paid in advance, ; and acknowledging (D) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Requesting Party is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days following any written request that Landlord may make from receipt of written notice from Landlordtime to time, will execute, acknowledge Tenant shall execute and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground mortgagee or underlying lessor or Mortgagee or any other party acquiring an interest in purchaser designated by Landlord, an estoppel certificate a statement certifying: (a) the date of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence commencement of this Paragraph 14), within ten Lease; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying the fact that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications hereto, that this Lease is in full force and effect, and stating the date and nature of such modificationmodifications); (c) and the date to which any rent the rental and other charges sums payable under this Lease have been paid in advance, and acknowledging paid; (d) that there are not, to Landlord’s knowledge, any uncured no current defaults on the part of under this Lease by Landlord except as specified in such statement; and (e) such other factual matters concerning this Lease as may be reasonably requested. Landlord and Tenant or specifying such defaults if they are claimed. It is intended intend that any such certificate of either party statement delivered by Tenant pursuant to this Paragraph 14 Section may be relied upon by the other party and any prospective mortgagee, beneficiary, purchaser, ground or underlying lessor prospective purchaser of the Premises or Mortgagee, or any interest therein. Tenant's failure to deliver such other party. Neither party statement within such time shall be required to provide an estoppel certificate to conclusive upon Tenant (i) that this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) that there are no uncured defaults in the other Landlord's performance, and (iii) that no more than one time per calendar year, unless such party is then month's rental has been paid in default under this Leaseadvance. If Landlord desires to finance or refinance the Premises, or an event has occurred that with the giving any part thereof, Tenant shall, within ten (10) days following Landlord's request therefor, deliver to any lender designated by Landlord such financial information of notice or passage of time would lead to a default Tenant as may be requested by such partylender and as may be reasonably available, or provided, that if such financial information is confidential, Landlord and such lender, as a condition to disclosure thereof, shall have executed and delivered to Tenant a commercially reasonable non-disclosure agreement in connection with a potential sale or refinancing of form and substance reasonably acceptable to Tenant. All such information shall be received in confidence and shall be used only for the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applypurpose herein set forth.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written Business Days’ prior notice from Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or, if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to deliver such statement within the time required hereunder, and subsequently fails to deliver said statement within five (5) Business Days following delivery of a second written request by Landlord, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord’s performance of its obligations hereunder, (iii) not more than one month’s installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate may cause Landlord serious financial damage by causing the failure of either party delivered pursuant a sale or financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 damages caused by the loss of such sale or financing. At any time from time to time, upon not less than ten (10) Business Days’ prior notice from Tenant, Landlord shall similarly execute and deliver to Tenant a statement similar to that described in the immediately preceding paragraph, which may be relied upon by the other party and any prospective purchaser, ground entity providing financing to Tenant and/or any potential assignee or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving subtenant of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyTenant.

Estoppel Certificates. Tenant, at any time and shall, from time to time (but subject to the last sentence time, upon written request of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord andor its designee a written statement certifying, at Landlord’s request, to representing and warranting: (a) the date this Lease was executed and the date it expires; (b) the Commencement Date and the date Tenant accepted the Premises; (c) the amount of Basic Rent and any prospective purchaser, ground or underlying lessor or Mortgagee or then applicable Additional Rent and any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing sums payable under the Lease and date to which such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time rent and/or other sums have been paid; and from time to time (but subject d) certifying to the last sentence best of this Paragraph 14), within ten its knowledge: (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect and has not been assigned, supplemented or amended in any way (or, if modified, stating or specifying the nature date and terms of any agreement so affecting this Lease); (ii) that this Lease represents the entire agreement between the parties as to this tenancy (or specifying the date and terms of any other agreements as to this tenancy); (iii) that all conditions under this Lease to be performed by the Landlord have been satisfied (or specifying any such modification) unsatisfied conditions and the date extent to which any rent and other charges have been paid in advance, and acknowledging such conditions are unsatisfied); (iv) that there are notno existing claims, to Landlord’s knowledge, any uncured defaults on defenses or offsets that the part Tenant has against the enforcement of Tenant this Lease by the Landlord (or specifying the nature and amount of any such defaults claims, defenses or offsets); (v) that no Rent has been paid more than one month in advance (or specifying the amount and payment dates of any Rent that has been so paid); (vi) the amount of the Security Deposit held by Landlord (if they are claimedany); and (vii) any other factual information or items reasonably requested by Landlord. It is intended that any such certificate of either party statement delivered pursuant to this Paragraph 14 Section 27 may be relied upon by the other party Landlord and any prospective purchaser, ground or underlying lessor or Mortgageepurchaser of, or current or prospective holder of any mortgage upon Landlord’s interest in, the Building and/or the Property. If Tenant shall fail to provide such other party. Neither party estoppel certificate within ten (10) days of receipt by Tenant of a written request by Landlord as herein provided, Tenant shall be required deemed to provide an estoppel have given such certificate as above provided without modification and shall be deemed to have admitted the other accuracy of any information supplied by Landlord to any prospective purchaser or mortgagee and to have certified that this Lease is in full force and effect, that there are no uncured defaults in Landlord’s performance, that the Security Deposit is as stated in the Lease, and that not more than one time per calendar year, unless such party is then month’s Rent has been paid in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyadvance.

Estoppel Certificates. Tenant, at any time and from time to time Upon not less than seven (but subject to the last sentence of this Paragraph 14), within ten (107) business days from receipt of written days’ prior notice from by Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord anda statement certifying (i) the Commencement Date, at Landlord’s request(ii) the Termination Date, (iii) the dates of any amendments or modifications to any prospective purchaserthis Lease, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10iv) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease was properly executed and is unmodified and in full force and effect (without amendment or modification, or, if modifiedalternatively, stating that this Lease and all amendments and modifications have been properly executed and are in full force and effect, (v) the nature current annual Basic Rent, the current monthly installments of such modificationBasic Rent and the date on which Tenant’s obligation to pay Basic Rent commenced, (vi) the current monthly installment of Additional Rent for Taxes and Landlord’s Operating Expenses, (vii) the date to which any rent Basic Rent and other charges Additional Rent have been paid, (viii) the amount of the security deposit, if any, (ix) if applicable, that all work to be done to the Premises by Landlord has been completed in accordance with this Lease and has been accepted by Tenant, except as specifically provided in the estoppel certificate, (x) that no installment of Basic Rent or Additional Rent has been paid more than thirty (30) days in advance, and acknowledging (xi) that there are notTenant is not in arrears in the payment of any Basic Rent or Additional Rent, (xii) that, to Landlordthe best of Tenant’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either neither party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party Lease is then in default under in the keeping, observance or performance of any covenant, agreement, provision or condition contained in this Lease, or an Lease and no event has occurred that which, with the giving of notice or the passage of time time, or both, would lead to result in a default by such either party, except as specifically provided in the estoppel certificate, (xiii) that, to the best of Tenant’s knowledge, Tenant has no existing defenses, offsets, liens, claims or credits against the Basic Rent or Additional Rent or against enforcement of this Lease by Landlord, (xiv) that Tenant has not been granted any options or rights of first refusal to extend the Term, to lease additional space, to terminate this Lease before the Termination Date or to purchase the Premises, except as specifically provided in connection with a potential sale this Lease, (xv) that Tenant has not received any notice of violation of any Legal Requirement or refinancing Insurance Requirement relating to the Building or the Premises, (xvi) that Tenant has not assigned this Lease or sublet all or any portion of the Project Premises except as specifically provided in the estoppel certificate, (xvii) that to Tenant’s knowledge, no Hazardous Materials have been generated, manufactured, refined, transported, treated, stored, handled, disposed or an interest in Landlord requesting partyspilled on or about the Premises by Tenant or any of Tenant’s employees, in which events agents or contractors, and (xviii) such other matters as reasonably requested by Landlord. Tenant hereby acknowledges and agrees that such statement may be relied upon by any mortgagee, or any prospective purchaser, tenant, subtenant, mortgagee or assignee of any mortgage, of the one time per year limitation shall not applyProperty or any part thereof.

Estoppel Certificates. Tenanta) Upon Landlord’s written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s requesta written statement certifying, to the extent true at the time: (a) that none of the terms or provisions of this Lease have been changed (or if they have been changed, stating how they have been changed); (b) that this Lease has not been cancelled or terminated; (c) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (d) that Landlord is not in default under this Lease (or, if Landlord is claimed to be in default, stating why); and (e) such other factual information with respect to Tenant or the Lease as Landlord may reasonably request or which any prospective purchaserpurchaser or encumbrancer of the Premises, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlordleasehold beneficiary, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of require. Tenant shall deliver such persons. Landlord, at any time and from time statement to time (but subject to the last sentence of this Paragraph 14), Landlord within ten (10) business days from receipt of written notice from Tenant, will execute and deliver after Landlord’s request. If Tenant fails to do so then Landlord may send a second request to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and which states in full force and effect twelve (or, if modified, stating 12) point font at the nature top of such modification) and the date to which any rent and other charges have been paid in advancerequest “SECOND NOTICE PURSUANT TO SECTION 11.03 OF THE LEASE, FAILURE TO RESPOND WITHIN FIVE BUSINESS DAYS WILL CONSTITUTE TENANT’S DEEMED ACCEPTANCE OF TENANT ESTOPPEL”, and acknowledging that there are notif Tenant fails to respond within such five (5) business day period, Tenant shall conclusively be deemed, without exception, to Landlord’s knowledgehave acknowledged the correctness of the statements set forth in the form of certificate which Landlord requested that Tenant deliver, any uncured defaults and Tenant shall be estopped from denying the correctness of each such statement, such that a mortgagee or purchaser may rely on the part correctness of Tenant or specifying the statements in such defaults form of certificate, as if they are claimedmade and certified by Tenant. It is intended that Landlord may give any such certificate of either party delivered pursuant statement by Tenant to this Paragraph 14 may be relied upon by the other any third party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither third party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless may rely conclusively upon such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applystatement as true and correct.

Estoppel Certificates. Tenant, at any time and from time to time Upon not less than five (but subject to the last sentence of this Paragraph 14), within ten (105) business days from receipt of written days’ prior notice from by Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord anda statement certifying (i) the Commencement Date, at Landlord’s request(ii) the Termination Date, (iii) the dates of any amendments or modifications to any prospective purchaserthis Lease, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10iv) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease was properly executed and is unmodified and in full force and effect (without amendment or modification, or, if modifiedalternatively, stating that this Lease and all amendments and modifications have been properly executed and are in full force and effect, (v) the nature current annual Basic Rent, the current monthly installments of such modificationBasic Rent and the date on which Tenant’s obligation to pay Basic Rent commenced, (vi) the current monthly installment of Additional Rent for Taxes and Landlord’s Operating Expenses, (vii) the date to which any rent Basic Rent and other charges Additional Rent have been paid, (viii) the amount of the security deposit, if any, (ix) if applicable, that all work to be done to the Premises by Landlord has been completed in accordance with this Lease and has been accepted by Tenant, except as specifically provided in the estoppel certificate, (x) that no installment of Basic Rent or Additional Rent has been paid more than thirty (30) days in advance, and acknowledging except as specifically provided in the estoppel certificate, (xi) that there are notTenant is not in arrears in the payment of any Basic Rent or Additional Rent, except as specifically provided in the estoppel certificate, (xii) that, to Landlordthe best of Tenant’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either neither party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party Lease is then in default under in the keeping, observance or performance of any covenant, agreement, provision or condition contained in this Lease, or an Lease and no event has occurred that which, with the giving of notice or the passage of time time, or both, would lead to result in a default by such either party, except as specifically provided in the estoppel certificate, (xiii) that, to the best of Tenant’s knowledge, Tenant has no existing defenses, offsets, liens, claims or credits against the Basic Rent or Additional Rent or against enforcement of this Lease by Landlord, except as specifically provided in connection with a potential sale the estoppel certificate, (xiv) that Tenant has not been granted any options or refinancing rights of first refusal to extend the Term, to lease additional space, to terminate this Lease before the Termination Date or to purchase the Premises, except as specifically provided in this Lease, (xv) that Tenant has not received any notice of violation of any Legal Requirement or Insurance Requirement relating to the Building or the Premises, except as specifically provided in the estoppel certificate, (xvi) that Tenant has not assigned this Lease or sublet all or any portion of the Project Premises, except as specifically provided in the estoppel certificate, (xvii) that no “hazardous substances” or an interest “hazardous wastes” have been generated, manufactured, refined, transported, treated, stored, handled, disposed or spilled on or about the Premises, except as in Landlord requesting partycompliance with the provisions of this Lease or otherwise specifically provided in the estoppel certificate, in which events and (xviii) such other matters as reasonably requested by Landlord. Tenant hereby acknowledges and agrees that such statement may be relied upon by any mortgagee, or any prospective purchaser, tenant, subtenant, mortgagee or assignee of any mortgage, of the one time per year limitation shall not applyProperty or any part thereof.

Estoppel Certificates. Tenant, The Tenant agrees that it will at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of days’ prior written notice from Landlordnotice, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of the Landlord a statement in writing certifying that that, this Lease is unmodified and in full force and effect (or, if modified, stating the nature modifications and that same is in full force and effect, as modified), the amount of such modification) and the date Rent then being paid hereunder, the dates to which any rent same, by installment or otherwise, and other charges sums herein provided to be paid by the Tenant, have been paid paid, the particulars and amount of insurance policies on the Demised Premises in advancewhich the Tenant’s or Landlord’s or a Mortgagee’s interest is noted, that Tenant is not in default under this Lease (or if it is in default, stating the particulars), that Covenantor is not in default under the Covenant Agreement (or if it is in default, stating the particulars), stating, to Tenant’s knowledge, whether or not there is any existing default by Landlord under this Lease (and acknowledging if so, setting forth the particulars to Tenant’s knowledge of them); and stating to Tenant’s knowledge as to any other matters reasonably requested by Landlord. The Landlord agrees that it will, at any time and from time to time, upon not less than ten (10) days’ prior written notice, execute and deliver to the Tenant a similar statement stating, in addition, whether or not there are notis, to Landlord’s knowledge, any uncured defaults existing default on the part of Tenant or specifying the Tenant, if any insurance with respect to the Demised Premises is carried separately by Landlord, the particulars and amount of such defaults Landlord insurance policies on the Demised Premises in which the Landlord’s and the Tenant’s interest is noted and the amount, to Landlord’s knowledge, of arrears, if they are claimedany, of Rent herein provided to be paid by the Tenant. It is intended that any Any such certificate of either party statement delivered pursuant to the provisions of this Paragraph 14 Section 13.7 may be conclusively relied upon by any purchaser or prospective purchaser or any Mortgagee or prospective Mortgagee of the other party and fee or leasehold or any prospective purchaserassignee, ground sub-lessee or underlying lessor or Mortgageeother transferee, or such other party. Neither party shall be required save as to provide an estoppel certificate to any default on the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing part of the Project Landlord or an interest in Landlord requesting party, in the Tenant of which events the one time per year limitation shall party giving such statement does not applyhave notice at the date thereof.

Estoppel Certificates. TenantAt the request of Landlord or any mortgagee or purchaser of the Leased Property, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge acknowledge, and deliver to an estoppel certificate, in recordable form, in favor of Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate mortgagee or purchaser of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “the Leased Property certifying the following: [***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to i] that the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect, or if there have been modifications that the same is in full force and effect (or, if modified, as modified and stating the nature of such modification) and modifications; [ii] the date to which any rent Rent and other charges have been paid paid; [iii] whether Tenant or Landlord is in advancedefault or whether there is any fact or condition which, with notice or lapse of time, or both, would constitute a default, and acknowledging specifying any existing default, if any; [iv] that there are notTenant has accepted and occupies the Leased Property; [v] that Tenant has no defenses, to set-offs, deductions, credits, or counterclaims against Landlord’s knowledge, any uncured defaults on if that be the part of Tenant case, or specifying such defaults if they are claimedthat exist; and [vi] such other information as may reasonably be requested by Landlord or any mortgagee or purchaser. It Any purchaser or mortgagee may rely on this estoppel certificate. If Tenant fails to deliver the estoppel certificates to Landlord within 10 days after the request of Landlord, then Tenant shall be deemed to have certified that [a] the Lease is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party in full force and any prospective purchaser, ground or underlying lessor or Mortgageeeffect and has not been modified, or such that the Lease has been modified as set forth in the certificate delivered to Tenant; [b] Tenant has not prepaid any Rent or other partycharges except for the current month; [c] Tenant has accepted and occupies the Leased Property; [d] to Tenant's knowledge, neither Tenant nor Landlord is in default nor is there any fact or condition which, with notice or lapse of time, or both, would constitute a default; and [e] to Tenant's knowledge, Tenant has no defenses, set-offs, deductions, credits, or counterclaims against Landlord. Neither party shall be required Tenant hereby irrevocably appoints Landlord as Tenant's attorney-in-fact to provide an execute, acknowledge, and deliver on Tenant's behalf any estoppel certificate to which Tenant does not object within the other more than one time per calendar year, unless such party is then period specified in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing Landlord's transmittal of the Project or certificate to Tenant. This power of attorney is coupled with an interest in Landlord requesting party, in which events the one time per year limitation shall not applyand is irrevocable.

Estoppel Certificates. Tenant, at any time Tenant shall execute and from time to time (but subject to the last sentence of this Paragraph 14), return within ten (10) business calendar days from receipt of written notice from Landlord, will execute, acknowledge and deliver to any certificate or agreement that Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest may request in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and writing from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect as modified, and stating the modification. The certificate also shall state (ori) that all work has been completed, and the work and the Premises are accepted as satisfactory except for items listed on a punch list, if modifiedany, stating attached to such certificate; (ii) the nature amount of such modification) Base Rent and Additional Rent and the date dates on which Rent commenced to accrue and to which any rent and other charges have the Rent has been paid in advance, and acknowledging the amount of any security deposit or prepaid Rent; (iii) that Tenant is paying Rent on a current basis; (iv) that Tenant is in full and complete possession of the Premises and doing business; (v) that there are not, to Landlord’s knowledge, any uncured defaults is no present default on the part of Landlord, or attach a memorandum stating any such instance of default; (vi) that Tenant has not advanced any amounts to or on behalf of Landlord which have not been reimbursed; (vii) that Tenant has no rights to setoff and no defense or counterclaim against enforcement of its obligations under the Lease, including the payment of Rent; (viii) that Tenant understands that this Lease has been collaterally assigned to Landlord's mortgagee as security for a loan to Landlord and that Rent may not be prepaid other than as may be provided for in this Lease nor may this Lease be amended, modified, or waived so as to have a material impact on the financial obligations of either Tenant or specifying Landlord without such defaults if they mortgagee's prior written approval; (ix) that there are claimedno actions, whether voluntary or otherwise, pending against Tenant under the bankruptcy laws of the United States or any state thereof; (x) that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the Rent; and (xi) any other fact pertaining to Tenant's interest in this Lease which Landlord, or Landlord's mortgagee, may request. It Failure to deliver the certificate within ten (10) calendar days shall be conclusive upon Tenant for the benefit of Landlord and any successor to Landlord that this Lease is intended that any in full force and effect and has not been modified except as may be represented by the party requesting the certificate. Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, any ground or underlying lessor or Mortgageelessor, or such other party. Neither party shall be required to provide an estoppel certificate to any beneficiary under the other more than one time per calendar yeardeed of trust on the Building, unless such party is then in default under this Leasethe underlying land, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyany part thereof.

Estoppel Certificates. Tenant, at any time and The Tenant shall from time to time time, upon not less than fifteen (but subject to 15) days’ prior written request by the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to the Landlord anda statement in writing certifying to the Landlord or an independent third party, at Landlord’s requestwith a true and correct copy of this Lease attached thereto, to any prospective purchaserthe extent such statements continue to be true and accurate, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been any modifications, that the same is in full force and effect as modified and stating the nature modifications); (ii) that the Tenant has no knowledge of such modificationany defenses, offsets or counterclaims against its obligations to pay the Annual Fixed Rent and Additional Rent and to perform its other covenants under this Lease (or if there are any defenses, offsets, or counterclaims, setting them forth in reasonable detail); (iii) and that there are no known uncured defaults of the date Landlord or the Tenant under this Lease (or if there are known defaults, setting them forth in reasonable detail); (iv) the dates to which any rent the Annual Fixed Rent, Additional Rent and other charges have been paid in advancepaid; (v) that the Tenant has accepted, is satisfied with, and acknowledging is in full possession of the Premises, including all improvements, additions and alterations thereto required to be made by Landlord under the Lease; (vi) that there are notthe Landlord has satisfactorily complied with all of the requirements and conditions precedent to the commencement of the Term of the Lease as specified in the Lease; (vii) that the Tenant has been in occupancy since the Commencement Date and paying rent since the specified dates; (viii) that no monetary or other considerations, to including, but not limited to, rental concessions for Landlord, special tenant improvements or Landlord’s knowledge, any uncured defaults on the part assumption of prior lease obligations of Tenant have been granted to Tenant by Landlord for entering into Lease, except as specified; (ix) that Tenant has no notice of a prior assignment, hypothecation, or specifying pledge of rents or of the Lease; (x) that the Lease represents the entire agreement between Landlord and Tenant; and (xi) such defaults if they are claimedother statements of fact with respect to the Tenant and this Lease as the Landlord may reasonably request. It is intended On the Commencement Date, the Tenant shall, at the request of the Landlord, promptly execute, acknowledge and deliver to the Landlord a statement in writing that any such certificate the Commencement Date has occurred, that the Annual Fixed Rent has begun to accrue and that the Tenant has taken occupancy of either party the Premises. Any statement delivered pursuant to this Paragraph 14 Section may be relied upon by the other party and any prospective purchaser, mortgagee or ground lessor of the Premises and shall be binding on the Tenant. Landlord shall from time to time, upon not less than fifteen (15) days’ prior written request by the Tenant, execute, acknowledge and deliver to the Tenant a statement in writing certifying to the Tenant or underlying lessor an independent third party, with a true and correct copy of this Lease attached thereto, to the extent such statements continue to be true and accurate (i) that this Lease is unmodified and in full force and effect (or, if there have been any modifications, that the same is in full force and effect as modified and stating the modifications); (ii) that the Landlord has no knowledge of any defenses, offsets or Mortgageecounterclaims against its obligations to perform its covenants under this Lease (or if there are any defenses, offsets, or counterclaims, setting them forth in reasonable detail); (iii) that there are no known uncured defaults of the Tenant or the Landlord under this Lease (or if there are known defaults, setting them forth in reasonable detail); (iv) the dates to which the Annual Fixed Rent, Additional Rent and other charges have been paid, and (v) that the Tenant is in full possession of the Premises, including all improvements, additions and alterations thereto required to be made by Landlord under the Lease; (vi) that the Tenant has satisfactorily complied with all of the requirements and conditions precedent to the commencement of the Term of the Lease as specified in the Lease; (vii) that the Tenant has been in occupancy since the Commencement Date and paying rent since the specified dates; (viii) that no monetary or other considerations, including, but not limited to, rental concessions for Landlord, special tenant improvements or Landlord’s assumption of prior lease obligations of Tenant have been granted to Tenant by Landlord for entering into the Lease, except as specified; (ix) such other partystatements of fact with respect to the Tenant and this Lease as the Tenant may reasonably request. Neither party Any statement delivered pursuant to this Section may be relied upon by any prospective lender of Tenant, any prospective assignee or subtenant of Tenant or any prospective purchaser of Tenant or Tenant’s assets, and shall be required to provide an estoppel certificate to binding on the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyLandlord.

Estoppel Certificates. Tenant, at any time Tenant shall execute and from time to time (but subject to the last sentence of this Paragraph 14), return within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to any certificate that Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and request from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect (or, if as modified, and stating the nature modification. The certificate also shall state (a) the amount of the monthly installment of Base Annual Rent and Additional Rent and the dates to which such rent has been paid in advance; (b) the amount of any security deposit or prepaid rent; (c) that there is no present default on the part of Landlord nor is there in existence any condition, event, act or omission which with the giving of notice and/or the passage of time will constitute a default on the part of Landlord, or attach a memorandum stating in detail the factual circumstances of such modificationdefault and/or the basis under the Lease for such default; (d) that Tenant has no right to set-off or recoupment and no defense or counterclaim against enforcement of its obligations under this Lease; (e) that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the rentals; (f) that all Construction Improvements and other work and improvements required of Landlord has been completed and that the Construction Improvements and other work and improvements are complete and satisfactory; (g) that Tenant is in full and complete possession of the Demised Premises; (h) the date on which Tenant's rental obligations commenced (excluding any periods of abatement) and the date to which such rent has been paid; (i) that Tenant has not advanced any rent and other charges amounts to or on behalf of Landlord which have not been paid in advance, and acknowledging reimbursed; (j) that there are not, Tenant understands that this Lease has been collaterally assigned to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended 's mortgagee as security for a loan to Landlord; (k) that any such certificate of either party delivered pursuant to this Paragraph 14 Base Annual Rent and Additional Rent may not be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other prepaid more than one time per calendar year(1) month in advance without the prior written approval of Landlord's mortgagee; and (l) such other items as Landlord may reasonably request. Failure to deliver the certificate within the aforesaid ten (10) business day period shall be conclusive upon Tenant for the benefit of Landlord and any successor to or mortgagee or assignee of Landlord that this Lease is in full force and effect and has not been modified except as may be represented by the party requesting the certificate. If Tenant fails to deliver the certificate within the aforesaid ten (10) business day period, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default Tenant by such failure irrevocably constitutes and appoints Landlord as its special attorney-in-fact to execute and deliver the certificate to any third party, or in connection the foregoing power of attorney being deemed to be coupled with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyinterest.

Estoppel Certificates. Tenant, at any time and Tenant shall from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of days’ prior written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing writing certifying such information as is customary or as Landlord may reasonably be required by any of such persons. Landlordrequest including, at any time and from time to time but not limited to, the following: (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modificationmodification and certifying that this Lease, as so modified, is in full force and effect) and (b) the date to which any rent the Rent and other charges have been are paid in advanceadvance and the amounts so payable, and acknowledging (c) that there are not, to LandlordTenant’s knowledge, any uncured defaults or unfulfilled obligations on the part of Tenant Landlord, or specifying such defaults or unfulfilled obligations, if they any are claimed, (d) that all tenant improvements to be constructed by Landlord, if any, have been completed in accordance with Landlord’s obligations and (e) that Tenant has taken possession of the Premises. It is intended that any Any such certificate of either party delivered pursuant to this Paragraph 14 statement may be conclusively relied upon by the other party and any prospective purchaserpurchaser or encumbrancer of the Project. At Landlord’s option, ground or underlying lessor or Mortgageethe failure of Tenant to deliver such statement within such time shall constitute a material default of Tenant hereunder, or such other party. Neither party it shall be required to provide an estoppel certificate to the other conclusive upon Tenant that (a) this Lease is in full force and effect, without modification except as may be represented by Landlord, (b) there are no uncured defaults in Landlord’s performance, (c) not more than one time per calendar yearmonth’s Rent has been paid in advance, unless such party is then (d) all tenant improvements to be constructed by Landlord, if any, have been completed in default under this Lease, or an event accordance with Landlord’s obligations and (e) Tenant has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing taken possession of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyPremises.

Estoppel Certificates. TenantWithin 10 days after Landlord's request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, Tenant will execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or if Landlord is claimed to be in default, setting forth such default in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Property may require. Landlord may deliver any such statement by Tenant to any prospective purchaserpurchaser or encumbrancer of the Property, ground and such purchaser or underlying lessor or Mortgagee or any other party acquiring an interest in encumbrancer may rely conclusively upon such statement as true and correct. If Tenant does not deliver such statement to Landlord within such 10 day period, Landlord, an estoppel certificate of and any prospective purchaser or encumbrancer, may conclusively presume and rely upon (and Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably will be required by any of such persons. Landlord, at any time estopped from denying): (i) that the terms and from time to time (but subject to the last sentence provisions of this Paragraph 14), within ten Lease have not been changed except as otherwise represented by Landlord; (10ii) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect has not been canceled or terminated except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one month's Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. TenantLessee shall, at any time and from time to time (but subject to the last sentence time, upon written request of this Paragraph 14)Lessor, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, Lessor or its designee a written statement stating: The date this Lease was executed and the date it expires; the date the term commenced and the date Lessee accepted the Premises; the amount of Basic Rental and Additional Rental and the date to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing which such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time Basic and from time to time Additional Rental has been paid; and certifying (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that extent true): That this Lease is unmodified and in full force and effect (orand has not been assigned, if modified, stating the nature of such modification) and supplemented or amended in any way (or specifying the date and terms of agreement so affecting this Lease); that this Lease represents the entire agreement between the parties as to which any rent and other charges this leasing; that all conditions under this Lease to be performed by the Lessor have been paid in advance, and acknowledging satisfied; that all required contributions by Lessor to Lessee on account of Lessor’s improvements have been received; that there are notno existing claims, to Landlord’s knowledge, defenses or offsets which the Lessee has against the enforcement of this Lease by the Lessor; that no Rental has been paid more than one month in advance; and the amount of any uncured defaults on the part of Tenant or specifying such defaults if they are claimedsecurity has been deposited with Lessor. It is intended that any such certificate of either party statement delivered pursuant to this Paragraph 14 section may be relied upon by the other party and a prospective purchaser or assignee of Lessor’s interest or by any prospective purchaserlender. If Lessee shall fail to respond within ten (10) days of receipt by Lessee of a written request by Lessor as herein provided, ground or underlying lessor or Mortgagee, or such other party. Neither party Lessee shall be required deemed to provide an estoppel have given such certificate as above provided without modification and shall be deemed to have admitted that this Lease is in full force and effect, that there are no uncured defaults in Lessor’s performance, that the other security deposit is as stated in this Lease, and that not more than one time per calendar year, unless such party is then month’s Rental has been paid in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyadvance.

Estoppel Certificates. TenantUpon Landlord’s written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground a written statement certifying: (a) that none of the terms or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence provisions of this Paragraph 14Lease have been changed (or if they have been changed, stating how they have been changed), within ten ; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease has not been cancelled or terminated; (c) the last date of payment of Base Rent, Additional Rent and any other charges and the time period covered by such payment; (d) that Landlord is unmodified and not in full force and effect default under this Lease (or, if modifiedLandlord is claimed to be in default, stating why); and (e) such other matters as may be reasonably required by Landlord or the nature holder of such modification) and the date a mortgage, deed of trust or lien to which the Premises is or becomes subject. Tenant shall deliver such statement to Landlord within five (5) days after Landlord’s request or Tenant shall be in default under this Lease. Any such statement by Tenant may be given by Landlord to any rent prospective purchaser or encumbrancer of the Premises. Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. Unless Landlord has received a written statement to the contrary within such five (5) day period, Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease has not been cancelled or terminated except as otherwise represented by Landlord; (iii) unless provided otherwise, that not more than one month’s Base Rent, Additional Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days following any written request which Landlord may make from receipt of written notice from Landlordtime to time, will execute, acknowledge Tenant shall execute and deliver to Landlord and, at Landlord’s request, to any or mortgagee or prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate mortgagee a sworn statement certifying: (a) the date of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence commencement of this Paragraph 14), within ten Lease; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this lease is in full force and effect, as modified, and stating the date and nature of such modificationmodifications); (c) and the date to which any the rent and other charges sums payable under this Lease have been paid in advancepaid; (d) the fact that, and acknowledging that to the best knowledge of Tenant, there are not, no current defaults under this Lease by either Landlord or Tenant except as specified in Tenant’s statement; and (e) such other matters as may be requested by Landlord; provided that Tenant may qualify its response to Landlord’s such other matters as being to its best knowledge, any uncured defaults on the part of . Landlord and Tenant or specifying such defaults if they are claimed. It is intended intend that any such certificate of either party statement delivered pursuant to this Paragraph 14 Article 25 may be relied upon by the other party and any prospective mortgagee, beneficiary or purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party and Tenant shall be required liable for all loss, cost or expense resulting from the failure of any sale or funding of any loan caused by any material misstatement contained in such estoppel certificate. Tenant irrevocably agrees that if Tenant fails to provide an execute and deliver such certificate within such ten (10) day period Landlord or Landlord’s beneficiary or agent may execute and deliver such certificate on Tenant’s behalf, and that such certificate shall be fully binding on Tenant. Landlord shall, within ten (10) business days after receipt of a written request from Tenant, execute and deliver a commercially reasonable estoppel certificate to those parties as are reasonably requested by Tenant. Such estoppel certificate may include a certification as to the other more than one time per calendar year, unless such party is then in default under status of this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing Landlord’s then-current actual knowledge of the Project or an interest in Landlord requesting party, in which events existence of any defaults hereunder and the one time per year limitation shall not applyamount of rent that is due and payable.

Estoppel Certificates. TenantUpon Landlord’s written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, Tenant will execute, acknowledge and deliver to Landlord and, at Landlord’s request, a written statement in form satisfactory to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time Landlord certifying: (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease (and all guaranties, if any) is unmodified and in full force and effect (or, if there have been any modifications, that the Lease is in full force and effect, as modified, and stating the nature modifications); (b) that this Lease has not been canceled or terminated; (c) the last date of such modification) payment of Rent and the date time period covered by such payment; (d) whether to which Tenant’s knowledge there are then existing any rent breaches or defaults by Landlord under this Lease known to Tenant, and, if so, specifying the same; (e) specifying to Tenant’s knowledge any existing claims or defenses in favor of Tenant against the enforcement of this Lease (or of any guaranties); and (f) such other charges factual statements as Landlord, any lender, prospective lender, investor or purchaser may request. Tenant will deliver the statement to Landlord within thirty (30) Business Days after Landlord’s request. Landlord may give any such statement by Tenant to any lender, prospective lender, investor or purchaser of all or any part of the Property and any such party may conclusively rely upon such statement as true and correct. Upon Tenant’s written request, Landlord will execute, acknowledge and deliver to Tenant written statements from Landlord and the City (but only to the extent it is required under the Prime Lease and the other IRB documents), in form reasonably satisfactory to Tenant certifying: (a) that this Lease (or, if the statement is from the City, the Prime Lease) is unmodified and in full force and effect (or, if there have been paid any modifications, that the Lease (or Prime Lease, as the case may be) is in advancefull force and effect, as modified, and acknowledging stating the modifications); (b) that there are notthis Lease (or the Prime Lease, to Landlord’s knowledge, any uncured defaults on as the part case may be) has not been canceled or terminated; (c) the last date of Tenant or specifying payment of Rent and the time period covered by such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party payment; and any prospective purchaser, ground or underlying lessor or Mortgagee, or (d) such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfactual statements as Tenant may reasonably request.

Estoppel Certificates. Tenant, at any time Landlord or Tenant shall execute and from time to time (but subject to the last sentence of this Paragraph 14), return within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any certificate that the other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and request from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect (or, if as modified, and stating the nature modification. The certificate also shall state (a) the amount of the monthly installment of Base Annual Rent and Additional Rent and the dates to which such rent has been paid in advance; (b) the amount of any security deposit or prepaid rent; (c) that there is no present default on the part of Landlord or Tenant nor is there in existence any condition, event, act or omission which with the giving of notice and/or the passage of time will constitute a default on the part of Landlord, or attach a memorandum stating in detail the factual circumstances of such modificationdefault and/or the basis under the Lease for such default; (d) that Tenant has no right to set-off or recoupment and no defense or counterclaim against enforcement of its obligations under this Lease; (e) that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the rentals; (f) that all Construction Improvements and other work and improvements required of Landlord has been completed and that the Construction Improvements and other work and improvements are complete and satisfactory; (g) that Tenant is in full and complete possession of the Demised Premises; (h) the date on which Tenant’s rental obligations commenced (excluding any periods of abatement) and the date to which such rent has been paid; (i) that Tenant has not advanced any rent and other charges amounts to or on behalf of Landlord which have not been paid in advance, and acknowledging reimbursed; (j) that there are not, Tenant understands that this Lease has been collaterally assigned to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended mortgagee as security for a loan to Landlord; (k) that any such certificate of either party delivered pursuant to this Paragraph 14 Base Annual Rent and Additional Rent may not be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other prepaid more than one time per calendar year, unless (1) month in advance without the prior written approval of Landlord’s mortgagee; and (I) such other items as Landlord and Tenant may reasonably request and such other party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyreasonably approve.

Estoppel Certificates. TenantTenant shall, at any time and from time to time time, upon not less than fifteen (but subject to the last sentence of this Paragraph 14), within ten (1015) business days from receipt of days' prior written notice from request by Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant or Landlord's designee, a statement in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing certifying: (but subject to i) the last sentence date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, that the same are in full force and effect as modified and stating the date[s] and identifying the nature of such modificationthe modification[s]); (ii) the amounts of pre-paid Rent and other charges (if any) and the date dates to which any rent such Rent and other charges have been paid in advancepaid, if applicable; (iii) and acknowledging confirming Tenant's acceptance of the Premises and the Term Commencement Date; (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease, that no notice has been received by or an delivered to Tenant of any Event of Default which has not been cured, except as to Events of Default specified in the certificate, and that no event has occurred that with which but for the giving of required notice or passage expiration of time an applicable grace period would lead constitute an Event of Default by Tenant under this Lease; (v) that Landlord is not in default in the performance of any of its obligations under this Lease, that Tenant has given no notice of default to Landlord and that no event has occurred which but for the giving of required notice or expiration of an applicable grace period would constitute a default by Landlord hereunder; and (vi) such partyother matters as may be requested by Landlord or any designee of Landlord. Any statement delivered pursuant to this Section 20.4 may be relied upon by any prospective purchaser, encumbrancer, mortgagee, or in connection with a potential sale assignee of any encumbrancee or refinancing mortgagee, of the Project Premises or an the Shopping Center, or any portion of or interest in either. Upon not less than fifteen (15) days' prior written request by Landlord, Tenant shall execute, acknowledge and deliver to any lender supplying financing to the Shopping Center, or any portion thereof or interest therein, an estoppel certificate on such lender's standard form. If Tenant fails or refuses to give a statement or certificate within the time provided hereunder after proper notice and request, then the information contained in such statement or certificate shall be deemed correct for all purposes and Landlord requesting party, in which events the one time per year limitation shall not applycan execute such statement or certificate on behalf of Tenant as its Attorney In Fact.

Estoppel Certificates. Tenant, at any time and from (a) From time to time (but subject time, Tenant agrees to the last sentence of this Paragraph 14)furnish to Landlord, Landlord's Mortgagee or any third party designated by Landlord, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to after Landlord and, at Landlord’s has made a request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an a written estoppel certificate signed by Tenant or an authorized signatory of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing customarily used by Landlord's Mortgagee or other third party designated by Landlord, confirming and certifying to such information party, as is customary or as may reasonably be required by any of the date of such persons. Landlordestoppel certificate, at any time and from time to time (but subject to the last sentence extent factual or known, (i) that Tenant is in possession of this Paragraph 14)the Premises, within ten (10ii) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, that this Lease is in full force and effect as modified and setting forth such modification); (iii) that Tenant has no offsets, claims or defenses against Rent or the enforcement of any right or remedy of Landlord, or any duty or obligation of Tenant under this Lease (and, if modifiedso, stating specifying the nature of such modificationsame in detail); (iv) the dates through which Base Rent and the date to which any rent and other charges Additional Rent have been paid in advance, and acknowledging paid; (v) that there are not, to Landlord’s knowledge, Tenant has no knowledge of any then uncured defaults on the part of Landlord under this Lease (or if Tenant or specifying such defaults if they are claimed. It is intended that has knowledge of any such certificate uncured defaults, specifying the same in detail); (vi) that Tenant having made due investigation has no knowledge of either party delivered pursuant to any event having occurred that authorizes the termination of this Paragraph 14 may be relied upon Lease by Tenant (or if Tenant has such knowledge, specifying the same in detail): (vii) the amount of any Security Deposit held by Landlord; (viii) that there are no actions, whether voluntary or otherwise, pending against Tenant; and (ix) other party and any prospective purchaser, ground or underlying lessor or Mortgagee, matters reasonably requested by Landlord or such other party. Neither party shall be required If Tenant fails to provide an deliver the estoppel certificate described above within such ten (10) business day period, Landlord shall make a second request to Tenant for the estoppel certificate. Notwithstanding anything in this Lease to the contrary, if Tenant fails to deliver the estoppel certificate within ten (10) business days after the second request, then, in addition to any other more than one time per calendar year, unless such party is then in default remedies Landlord may have under this Lease, or an event has occurred Tenant acknowledges and agrees that with Landlord is authorized to act as Tenant's attorney-in-fact to execute the giving estoppel certificate on behalf of notice or passage of time would lead to a default Tenant, and Tenant will be bound by such party, or in connection with a potential sale or refinancing the terms of the Project or an interest in estoppel certificate prepared and executed by Landlord. Tenant's authorization of Landlord requesting party, in which events to act as Tenant's attorney-in-fact under this Section 21.6 will be exclusively for the one time per year limitation shall not applypurpose of executing the estoppel certificate described above.

Estoppel Certificates. TenantEither party may, at any time time, and from time to time (but subject time, deliver written notice to the last sentence other party requesting such party to certify in writing (the “Estoppel Certificate”): (a) that this Agreement is in full force and effect, (b) that this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, (c) whether or not, to the knowledge of the responding party, the requesting party is in Default or claimed Default in the performance of its obligations under this Paragraph 14)Agreement, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s requestif so, describing the nature and amount of any such Default or claimed Default, and (d) whether or not, to the knowledge of the responding party, any prospective purchaserevent has occurred or failed to occur which, ground with the passage of time or underlying lessor the giving of notice, or Mortgagee or any other party acquiring an interest in Landlordboth, an estoppel certificate of Tenant in would constitute a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”Default and, if so, specifying each such event. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH party receiving a request hereunder shall execute and return such Certificate within thirty (30) days following the receipt thereof. If the party receiving the request hereunder does not execute and return the certificate in such 30-day period and if circumstances are such that the party requesting the notice requires such notice as a matter of reasonable business necessity, the party requesting the notice may seek a second request which conspicuously states both “FAILURE TO EXECUTE THE SECRETARY REQUESTED ESTOPPEL CERTIFICATGE WITHIN FIFTEEN (15) DAYS SHALL BE DEEMED WAIVER PURSUANT TO SECTIONS 15.6 AND 15.13 OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time DEVELOPMENT AGREEMENTS.” and from time to time (but subject which sets forth the business necessity for a timely response to the last sentence of this Paragraph 14)estoppel request. If the party receiving the request fails to execute the Estoppel Certificate within such 15-day period, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying it shall be conclusively deemed that this Lease the Agreement is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have has not been paid amended or modified orally or in advancewriting, and acknowledging that there are not, to Landlord’s knowledge, any no uncured defaults on under this Agreement or any events which, with passage of time of giving of notice, of both, would constitute a default under the part of Tenant or specifying such defaults if they are claimedAgreement. It is intended The City manager shall have the right to execute any Estoppel Certificate requested by Developer under this Section 15.6. The City acknowledges that any such certificate of either party delivered pursuant to this Paragraph 14 an Estoppel Certificate may be relied upon by the other party and any prospective purchaserProperty Transferee, ground Mortgagee or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written days’ prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or, if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Tenant fails to deliver such statement within the time required hereunder, and such failure by Tenant continues for five (5) Business Days after Tenant’s receipt of a second written notice stating the following in bold capital letters: “SECOND AND FINAL NOTICE BEFORE EVENT OF DEFAULT”, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) there are no uncured defaults in Landlord’s performance of its obligations hereunder, (iii) not more than one month’s installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, its failure to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute such certificate may cause Landlord serious financial damage by causing the failure of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing financing transaction and giving Landlord all of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyits rights and remedies under Paragraph 25 above.

Estoppel Certificates. TenantTenant agrees, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of prior written notice from Landlord, will execute, acknowledge to execute and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time statement (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this the Lease is unmodified and in full force and effect (effect, or, if modified, stating the nature of such modification) modification and certifying that this Lease, as so modified, is in full force and effect and the date to which any rent and Rent or other charges have been paid (in advanceadvance or otherwise, and if any), (b) acknowledging that there are not, to LandlordTenant’s knowledge, any uncured defaults on the part of Tenant Landlord (or specifying in detail the uncured default as claimed, if any) and the status of the Lease, (c) the termination date of this Lease and such other matters pertaining to this Lease as may be requested by Landlord (collectively, the “Estoppel Certificate”). Tenant’s obligation to furnish each Estoppel Certificate in a timely fashion is a material inducement for Landlord’s execution of this Lease. No cure or grace period provided in this Lease shall apply to Tenant’s obligations to timely deliver an Estoppel Certificate. Tenant’s failure to deliver an Estoppel Certificate within the time frame requested shall be conclusive upon Tenant that (a) this Lease is in full force and effect without modification except as may be represented by Landlord, (b) to Tenant’s knowledge there are no uncured defaults if they are claimedin Landlord’s performance, and (c) no rent has been paid in advance except as set forth in this Lease. It is intended that Tenant hereby irrevocably appoints Landlord as its attorney in fact to execute on its behalf and in its name any such certificate of either party delivered pursuant Estoppel Certificate if Tenant fails to this Paragraph 14 may be relied upon by execute and deliver the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then Estoppel Certificate in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applytimely manner.

Estoppel Certificates. TenantIf the Port Authority and/or the City shall have been requested to do so in writing by President, at it shall deliver to any time and from time potential mortgagee, purchaser or assignee (hereinafter referred to time (but subject as a "Transferee") or to the last sentence of this Paragraph 14), within ten (10) business days from receipt of party designated by the Transferee in any written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlordthe Port Authority and/or the City, an estoppel certificate of Tenant instrument in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required writing addressed to President, Transferee and any party designated by any of such persons. Landlord, at any time and from time to time (but subject Transferee in its notice to the last sentence Port Authority and/or the City requesting delivery of the said written instrument, stating that (i) this Paragraph 14)Agreement has not been altered, within ten (10) business days from receipt of written notice from Tenant, will execute modified or amended and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and remains in full force and effect (or, if modifiedapplicable, stating setting forth the nature of any such modificationalteration, modification or amendment); (ii) and stating the date to which any rent Base Rent and other charges have Percentage Rent has been paid in advancehereunder; and (iii) setting forth such additional information as President shall reasonably request and as shall be available to the Port Authority and/or the City without unreasonable effort or expense which additional information, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on if deemed necessary by the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 Port Authority and/or the City may be relied upon by limited to the other party and any prospective purchaser, ground actual knowledge of the Port Authority and/or the City. In no event shall the Port Authority or underlying lessor or Mortgagee, or such other party. Neither party shall the City be required to provide an estoppel certificate incur any expense (unless indemnified therefor in advance to the reasonable satisfaction of the Port Authority or the City, as the case may be) in complying with any request referred to above. If, having requested delivery of such written instrument, the Port Authority and/or the City (as the case may be) shall fail to deliver the same on or prior to twenty (20) days after request therefor, the Port Authority and City shall irrevocably and unconditionally be deemed to have confirmed to President and Transferee, and such other more than one time per calendar yearparties referred to above, unless such party is then in all facts which President has requested that the Port Authority and the City shall confirm including, without limitation, that there has not, as of said date, occurred any default under this Leaseor Event of Default, or an event has occurred that with the giving of notice or passage of time any act, both, would lead to constitute a default by or Event of Default hereunder which remains uncured as of said date and that, accordingly, this Agreement is in full force and effect as of said date. President, Transferee and any other party to whom such partywritten instrument shall be directed, or in connection with a potential sale or refinancing to whom President has requested that the same be directed, may rely on such instrument, and on the provisions of this Section 11.2, and the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.Port Authority

Estoppel Certificates. Tenant(a) Upon Landlord's written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been cancelled or terminated; (iii) that the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or, if Landlord is claimed to any prospective purchaserbe in default, ground or underlying lessor or Mortgagee or any stating why); and (v) such other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or matters as may be reasonably be required by any deed of trust or lien to which the Property is or becomes subject. Tenant shall deliver such persons. Landlord, at any time and from time statement to time (but subject to the last sentence of this Paragraph 14), Landlord within ten (10) business days from receipt after Landlord's request. Any such statement by Tenant may be given by Landlord to any prospective purchaser or encumbrancer of written notice from Tenantthe Property. Such purchaser or encumbracer may rely conclusively upon such statement as true and correct. Landlord within such ten (10) day period, will execute Landlord, and deliver to Tenant an estoppel certificate any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been cancelled or terminated except as otherwise represented by Landlord; (oriii) unless provided otherwise, if modified, stating the nature of such modification) and the date to which any rent and that not more that one month's Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. April 5, or an event has occurred that with 1999 14 In such event, Tenant shall be stopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts.

Estoppel Certificates. TenantTenant shall, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business fifteen days from receipt after written request by Landlord or any holder of written notice from Landlorda mortgage on all or a portion of the Project or the ground lessor thereof, will execute, acknowledge and deliver to Landlord and, at Landlord’s requestand any mortgagee or ground lessor a statement in writing certifying that (except as may be otherwise specified by Tenant): (i) this Lease is presently in full force and effect and unmodified; (ii) Tenant has accepted possession of the Premises; (iii) any improvements required by the terms of this Lease to be made by Landlord have been completed to the satisfaction of Tenant; (iv) no rent under this Lease has been paid more than 30 days in advance of its due date; (v) the addresses for notices to be sent to Tenant is as set forth in this Lease or as specified in such certificate; (vi) Tenant, to any prospective purchaserthe best of its knowledge, ground as of the date of executing the certificate has no charge, lien or underlying lessor claim of offset under this Lease, or Mortgagee otherwise, against rents or any other party acquiring an interest charges due or to become due hereunder; (vii) to the best of its knowledge, Tenant is not in Landlorddefault under this Lease; (viii) to the best of Tenant’s knowledge, an estoppel certificate Landlord is not in default of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing this Lease; and (ix) such other information as is customary or as Landlord may reasonably be required by any of such personsrequest about this Lease or Tenant’s occupancy. LandlordLandlord shall, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business fifteen days from receipt of after written notice from request by Tenant, will execute execute, acknowledge and deliver to Tenant an estoppel certificate and any permitted or prospective assignee, permitted or prospective subtenant or lender of Landlord Tenant a statement in writing certifying that (except as may be otherwise specified by Landlord): (i) this Lease is unmodified and presently in full force and effect and unmodified; (or, if modified, stating ii) any improvements required by the nature terms of such modification) and the date this Lease to which any rent and other charges be made by Tenant have been paid completed to the satisfaction of Landlord; (iii) the addresses for notices to be sent to Landlord is as set forth in advance, and acknowledging that there are not, this Lease or as specified in such certificate; (iv) to Landlord’s the best of its knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease; (v) to the best of Landlord’s knowledge, Tenant is not in default of this Lease; and (vi) such other information as Tenant may reasonably request about this Lease or Tenant’s occupancy. As between Landlord and Tenant, nothing contained in an estoppel certificate delivered pursuant to this Section 9.5 shall be deemed to constitute a waiver of any of Landlord’s or Tenant’s rights under this Lease, including, but not limited to, any right to audit, or deemed to be a modification or amendment of this Lease. If there are any conflicts between the terms of an event has occurred that with estoppel certificate and this Lease, the giving terms of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applythis Lease will prevail.

Estoppel Certificates. Tenant, at any time and from time Tenant agrees to time (but subject to the last sentence of this Paragraph 14)furnish periodically, within ten (10) business days from receipt after written request therefor by Landlord; or any actual or prospective Mortgagee covering the Premises, or any interest of written notice from Landlord therein or any actual or prospective purchaser of Landlord's interest, will executea certificate signed by Tenant (which may require a true and correct copy of this Lease and any and all amendments hereto to be attached) certifying (to the extent same is true) that this Lease is in full force and effect and unmodified; that the Term has commenced and the full Rental is then accruing hereunder; that, acknowledge subject to the provisions of Section 5.07, no Rental under this Lease has been paid more than ninety (90) days in advance of its due date; that the address for Notices to be sent to Tenant is as set forth in this Lease (or has been changed by Notice duly given and deliver is as set forth in the certificate); that Tenant has no knowledge of any default by Landlord then existing under this Lease; and such other matters as may be reasonably requested by Landlord or any Mortgagee, prospective Mortgagee or prospective purchaser. If Tenant is unable to Landlord andso certify as to one or more of the foregoing items, at Landlord’s request, to Tenant shall specify its reason therefor in writing. Any such certificate may be relied upon by any prospective purchaser, ground or underlying lessor or Mortgagee lessor, Mortgagee, or any other party acquiring an interest in Landlord, an estoppel certificate beneficiary under any deed of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”trust on the Improvements or the Land or any part thereof. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time Landlord agrees to time (but subject to the last sentence of this Paragraph 14)furnish periodically, within ten (10) business days from receipt of after written notice from request therefor by Tenant, will execute and deliver to Tenant an estoppel a certificate of signed by Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating containing substantially the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimedsame information as described above. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.END OF ARTICLE 18

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt Business Days after the written request of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement in the form attached hereto as Exhibit M or in such other form as may be reasonably requested by Landlord, at Landlordcertifying (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, stating how); (ii) that this Lease has not been canceled or terminated and is in full force and effect; (iii) the last date of payment of Base Rent and other charges and the time period covered; (iv) to the best of Tenant’s requestknowledge, that Landlord is not in default under this Lease (or if in default, describing it in reasonable detail); and (v) such other information with respect to Tenant as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Unit, the Building or the Development may reasonably require. Landlord may deliver any such statement by Tenant to any prospective purchaserpurchaser or encumbrancer, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of which parties may rely conclusively upon such statement as true and correct. If Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing does not deliver such information as is customary or as may reasonably be required by any of statement to Landlord within such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt Business Day period, Landlord, and any such prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying this Lease have not been changed except as represented by Landlord; (ii) that this Lease has not been canceled or terminated and is unmodified and in full force and effect effect, except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one (1) month’s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, Tenant shall be estopped from denying the truth of such facts. Within ten (10) days after the written request of Tenant, Landlord shall execute, acknowledge and deliver to Tenant a written statement in such form as may be reasonably requested by Tenant, certifying (i) that none of the terms or an event provisions of this Lease have been changed (or if they have been changed, stating how); (ii) that this Lease has occurred not been canceled or terminated and is in full force and effect; (iii) the last date of payment of Base Rent and other charges and the time period covered; (iv) to the best of Landlord’s knowledge, that Tenant is not in default under this Lease (or if in default, describing it in reasonable detail); and (v) such other information with respect to Landlord as Tenant may reasonably request or which any prospective assignee of Tenant’s interest hereunder in accordance with the giving provisions of notice or passage of time would lead Article 12 may reasonably require. Tenant may deliver any such statement by Landlord to a default by any such partyprospective encumbrancer, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyparties may rely conclusively upon such statement as true and correct.

Estoppel Certificates. TenantTenant shall, at any time and from time to time (but subject to time, upon the last sentence written request of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord andor its designee a written statement stating: (a) the date this Lease was executed and the date it expires; (b) the date Tenant entered into occupancy of the Premises; (c) the amount of monthly Base Rent, at Additional Rent, and Additional Tenant Improvement Rent, and the date to which such Base Rent, Additional Rent, and Additional Tenant Improvement Rent have been paid; and (d) certifying that (1) this Lease is in full force and effect and has not been assigned, modified, supplemented or amended in any way (or specifying the date of the agreement so affecting this Lease); (2) Landlord is not in breach of this Lease (or, if so, a description of each such breach) and that no event, omission or condition has occurred which would result, with the giving of notice or the passage of time or both, in a breach of this Lease by Landlord’s request, ; (3) this Lease represents the entire agreement between the parties with respect to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate the Premises; (4) all required contributions by Landlord to Tenant on account of Tenant Improvements have been received; (5) on the date of execution, there exist no defenses or offsets which the Tenant has against the enforcement of this Lease by the Landlord; (6) no Base Rent, Additional Rent, Additional Tenant Improvement Rent or other sums payable under this Lease have been paid in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing advance except for Base Rent, Additional Rent, and Additional Tenant Improvement Rent for the then current month; (7) no security has been deposited with Landlord (or, if so, the amount of such security); and (8) such other information as is customary or as may be reasonably be required requested by any of such personsLandlord. Landlord, at any time and from time If Tenant fails to time (but subject to the last sentence of this Paragraph 14), respond within ten (10) business days from Business Days of its receipt of a written notice from Tenantrequest by Landlord as provided in this paragraph, will execute and deliver Tenant shall be deemed to Tenant an estoppel certificate have admitted the accuracy of any information supplied by Landlord certifying that this Lease is unmodified and in full force and effect (orto a prospective purchaser, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant mortgagee or specifying such defaults if they are claimedassignee. It is intended that any such certificate of either party statement delivered pursuant to this Paragraph 14 paragraph may be relied upon by the other party and any a prospective purchaser, ground purchaser or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, mortgagee of Landlord's interest or an event has occurred that with the giving assignee of notice or passage of time would lead to a default by any such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applymortgagee.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days following any written request that Landlord may make from receipt of written notice from Landlordtime to time, will execute, acknowledge Tenant shall execute and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground mortgagee or underlying lessor or Mortgagee or any other party acquiring an interest in purchaser designated by Landlord, an estoppel certificate a statement certifying: (a) the date of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence commencement of this Paragraph 14), within ten Lease; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying the fact that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications hereto, that this Lease is in full force and effect, and stating the date and nature of such modificationmodifications); (c) and the date to which any rent the rental and other charges sums payable under this Lease have been paid; (d) that there are no current defaults under this Lease by Landlord except as specified in such statement; and (e) such other matters as may be reasonably requested. Landlord and Tenant intend that any statement delivered by Tenant pursuant to this Section may be relied upon by any mortgagee, beneficiary, purchaser, or prospective purchaser of the Premises or any interest therein. Tenant’s failure to deliver such statement within such time (x) shall be conclusive upon Tenant (i) that this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) that there are no uncured defaults in the Landlord’s performance, and (iii) that no more than one month’s rental has been paid in advance, and acknowledging that there are not, to (y) at Landlord’s knowledgeelection, shall constitute an Event of Default hereunder. If Landlord desires to finance or refinance the Premises, or any uncured defaults on the part thereof, Tenant shall, within ten (10) days following Landlord’s request therefor, deliver to any lender designated by Landlord such financial information of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party as shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or lender. All such information shall be received in connection with a potential sale or refinancing of confidence and shall be used only for the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applypurpose herein set forth.

Estoppel Certificates. Tenant, Each of Landlord and Tenant agrees at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within ten fourteen (1014) business days after request from receipt of written notice from Landlordthe requesting party, will to execute, acknowledge and deliver to Landlord anddeliver, at Landlord’s requestwithout charge, to the requesting, party, or to any prospective purchaserperson designated by the requesting party, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing certifying (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified (or if there have been modifications, identifying the same by the date thereof and in full force and effect specifying the nature thereof), (orii) that the responding party has not received any notice of default or notice of termination of this Lease (or if the responding party has received such a notice, that it has been revoked, if modifiedsuch be the case), stating the nature (iii) that no Event of such modification) and the date to Default or circumstances which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead constitute and Event of Default exists hereunder (or if any such Event of Default or circumstances do exist, specifying the same and stating whether the same has been or is being cured, if such be the case), (iv) that Landlord is not in default in the performance of any of Landlord’s obligations under this Lease (or if a default does exist, specifying the same), (v) that Tenant has no claims or offsets against Landlord hereunder (or if Tenant has any such claims, specifying the same), (vi) the dates to which the Rent and other sums and charges payable by Tenant hereunder have been paid, and (vii) the status of any other matters relating to this Lease as may be reasonably requested. EXECUTED as of the date first set forth above. LANDLORD: THE TOWN OF BARNSTABLE, acting by and through its Airport Commission By: Signature Printed Name: Office Held: TENANT: By: Signature Printed Name: Office Held: Attached Exhibits: Exhibit A – Legal Description of Premises Exhibit B – Description of Initial Improvements Exhibit C – Development Milestones Exhibit D – FAA Requirements Exhibit E – Disclosure of Beneficial Interest in Real Property Form Exhibit F – Form of Guaranty Exhibit A LEGAL DESCRIPTION OF PREMISES All that tract, piece, or parcel of land situate in the Village of Hyannis, Town of Barnstable, Commonwealth of Massachusetts, bounded and described as follows: Beginning at the southeasterly corner of the premises at the southwesterly corner of land of Xxxxxxxx Motors, Inc. at a point in a northeasterly line of Iyanough Road, (Route 132); thence N. 60° 12’ 55” W. by said Iyanough Road, 1466.50 feet; thence by a curve to the right of 249.66 feet radius by Airport Road, 426.86 feet; thence N. 37° 44’ 50” E. by Airport Road, 169.64 feet to land now or formerly of Xxxxx Construction Co., Inc.; thence S. 63° 54’ 10” E. by said last named land, 729.39 feet to a default concrete bound and land of Xxxx X. Xxxxxxx; thence S. 84° 18’55” E by such partysaid Xxxxxxx land and by land of Xxx Xxxxxxxxx, or in connection with a potential sale or refinancing 700.38 feet; thence S. 6° 41’ 30” W. by other land of the Project or Town of Barnstable by a line 200.00 feet westerly from the west end of the WNW-ESE Runway and at right angles to the center line of said Runway, 849.34 feet; (such Runway being a phased-out Runway); thence S. 60° 12’ 55” E. by other land of the Town of Barnstable, 49.66 feet; thence S. 29° 44’ 40” W. in range of land of the aforesaid Xxxxxxxx Motors, Inc. and land leased by the Town of Barnstable to said Xxxxxxxx Motors, Inc., 250.00 feet to the point of beginning; Containing an interest in Landlord requesting partyarea of about 25.88 acres according to said plan and being more fully shown on a plan entitled “Plan of Land In Hyannis, in which events the one time per year limitation shall not apply.Barnstable, To Be Leased by Barnstable Airport Commission to Cloudhopper Inns, Inc:” dated November 16, 1961 and drawn by Xxxxxx

Estoppel Certificates. Tenant, at any time and from time to time Within twenty (but subject to the last sentence of this Paragraph 14), within ten (1020) business days from after receipt of a written notice from Landlordrequest by the other party, (i) Landlord will execute, acknowledge and deliver to Landlord andTenant a certificate upon which Tenant and each existing or prospective Interest Holder may rely, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject certifying to the last sentence extent accurate: (a) the date of commencement and expiration of this Paragraph 14), within ten Lease; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying the fact that this Lease is unmodified and in full force and effect (or, if there have been modifications to this Lease, that this Lease is in full force and effect, as modified, and stating the date and nature of such modificationmodifications); (c) the amount of any security deposit, the monthly amounts of Base Rent and Additional Rent then due under this Lease and the date to which any rent the Rent and other charges sums payable under this Lease have been paid paid; and (d) the fact that Landlord has not delivered to Tenant a notice of default or Lease Event of Default under this Lease; and (ii) Tenant will execute, acknowledge and deliver to Landlord a certificate upon which Landlord and each existing or prospective Interest Holder may rely, certifying to the extent accurate: (a) the date of commencement and expiration of this Lease; (b) the fact that this Lease is unmodified and in advancefull force and effect (or, if there have been modifications to this Lease, that this lease is in full force and effect, as modified, and acknowledging stating the date and nature of such modifications); (c) the amount of any security deposit, the monthly amounts of Base Rent and Additional Rent then due under this Lease and the date to which the Rent and other sums payable under this Lease have been paid; (d) the fact that there are not, no current defaults under this Lease by either Landlord or Tenant except as specified in the statement; and (e) such other factual matters as may be reasonably requested by the party. The parties irrevocably agree that if the requested party fails to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any execute and deliver such certificate of either party within such twenty (20) day period (or provide written comments to any proposed certificate delivered pursuant to this Paragraph 14 may be relied upon by the requesting party), the requesting party may provide to the other a second written request with respect to such estoppel certificate which written notice must state in bold and all caps “FAILURE TO RESPOND TO THIS WRITTEN NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT HEREOF SHALL CONSTITUTE AN EVENT OF DEFAULT”. If the requested party fails to execute and deliver such certificate (or provide written comments to any prospective purchaserproposed certificate delivered by the requesting party) within a five (5) business day period following the receipt of requesting party’s second written request therefor, ground or underlying lessor or Mortgagee, such failure shall constitute an event of default without any further cure period. The estoppel certificate executed by Tenant shall be substantially in the form of the attached Exhibit D or such other party. Neither party shall commercially reasonable form acceptable to Tenant as may be required by any prospective purchaser of all or any portion of the Premises or by any Interest Holder. For the purposes of this paragraph, “acceptable to provide Tenant” shall mean an estoppel certificate to the other more than one time per calendar year, unless such party is then in default that does not alter or amend Tenant’s rights under this Lease, or an event has occurred that with except as to factual statements relating to this Lease made by the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of Tenant upon which the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyparty may rely.

Estoppel Certificates. TenantReceipt of estoppel certificates ("Tenant Estoppel Certificates"), at any time and from time to time dated not more than thirty (but subject 30) days prior to the last sentence Closing Date, from a sufficient number of tenants at the Property so that Tenant Estoppel Certificates shall be received with respect to not less than 90% of the net rentable square feet of space covered by leases in effect as of the date hereof shall be a condition precedent to Buyer's obligation to purchase the Property hereunder. Each Tenant Estoppel Certificate shall either be substantially in the form provided in Exhibit "D" attached hereto and made a part hereof (with limitations to a tenant's knowledge or actual knowledge in place of to the best of tenant's knowledge, where applicable, being deemed acceptable revisions) or in the form, if any, prescribed in the applicable tenant lease (with all blanks filled in and the information contained therein consistent with the terms of the Leases). Seller's sole obligation hereunder shall be to utilize commercially reasonable efforts to obtain a Tenant Estoppel Certificate from each tenant at the Property (such reasonable efforts obligation not including any obligation to institute legal proceedings or to expend any monies therefor); provided, however, if the condition specified in this Paragraph 14paragraph 4C is satisfied but not all tenants shall have delivered Tenant Estoppel Certificates, Seller shall deliver a certificate ("Seller Estoppel Certificate") with respect to each lease for which no Tenant Estoppel Certificate is received. The Seller Estoppel Certificate shall be in substantially the same form as the Tenant Estoppel Certificate attached as Exhibit "D" hereto, with appropriate changes to reflect that (i) such certificate is being delivered by Seller rather than the tenant, (ii) paragraphs (c), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14d), within ten (10f), (h) business days from receipt of written notice from Tenantare limited to Seller's knowledge (as defined in this Agreement), and paragraph (o) will execute and deliver to Tenant an estoppel certificate of Landlord certifying that be deleted. If on or before the Closing Date, the conditions set forth herein are not satisfied (or waived by Buyer), then this Lease is unmodified and in full force and effect Agreement shall terminate at Buyer's option (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party Escrow Deposit shall be required promptly returned to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyBuyer).

Estoppel Certificates. Tenant, at any time and Tenant shall from time to time time, upon not less than fifteen (but subject to the last sentence of this Paragraph 14), within ten (1015) business days from receipt of days' prior written notice from request by Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, a statement in writing certifying to any prospective purchaser, ground Landlord or underlying lessor or Mortgagee or any other an independent third party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been any modifications, that the same is in full force and effect as modified and stating the nature modifications); (ii) that Tenant has no knowledge of such modificationany defenses, offsets or counterclaims against its obligations to pay the Annual Fixed Rent and Additional Rent and to perform its other covenants under this Lease (or if there are any defenses, offsets, or counterclaims, setting them forth in reasonable detail); (iii) and that there are no known uncured defaults of Landlord or Tenant under this Lease (or if there are known defaults, setting them forth in reasonable detail); (iv) the date dates to which any rent the Annual Fixed Rent, Additional Rent and other charges have been paid in advancepaid; (v) if true, that Tenant has accepted, is satisfied with, and acknowledging is in full possession of the Premises, including all improvements, additions, and alterations thereto required to be made by Landlord under the Lease; (vi) if true, that there are notLandlord has satisfactorily complied with all of the requirements and conditions precedent to the commencement of the Term of the Lease as specified in the Lease; (vii) the Term, to the Commencement Date, and any other relevant dates, and that Tenant has been in occupancy since the Commencement Date and paying rent since the specified dates; (viii) that no unpaid or unsatisfied monetary or other considerations, including, but not limited to, rental concessions for Landlord’s knowledge, any uncured defaults on the part special tenant improvements or Landlord's assumption of prior lease obligations of Tenant have been granted to Tenant by Landlord for entering into this Lease, except as specified; (ix) if true, that Tenant has no notice of a prior assignment, hypothecation, or specifying pledge of- rents or of the Lease; (x) that the Lease (as the same may have been modified or amended as specified in clause (i) above) represents the entire agreement between Landlord and Tenant; (xi) that no prepayment or reduction of rent and no modification, termination or acceptance of Lease will be valid as to the party to whom such defaults if they are claimed. It certificate is intended addressed without the consent of such party; (xii) that any notice to Tenant may be given it by certified or registered mail, return receipt requested; or delivered, at the Premises, or at another address specified; (xiii) the extent to which Tenant has exercised its extension options set forth in Section 2.6.; (xiv) the extent to which Tenant has exercised its expansion option set forth in Section 2.7; and (xv) such certificate other matters with respect to Tenant and this Lease as Landlord may reasonably request. On or following the Commencement Date, Tenant shall, at the request of either party Landlord, promptly execute, acknowledge and deliver to Landlord a statement in writing that the Commencement Date has occurred and that Tenant has taken occupancy of the Premises. On or following the Annual Fixed Rent Commencement Date, Tenant shall, at the request of Landlord, promptly execute, acknowledge and deliver a statement in writing that the Annual Fixed Rent has begun to accrue. Any statement delivered pursuant to this Paragraph 14 Section may be relied upon by the other party and any prospective purchaser, mortgagee or ground lessor of the Property and shall be binding on the Tenant. Landlord shall from time to time, upon not less than fifteen (15) days prior written request by Tenant, execute, acknowledge and deliver to Tenant a statement in writing certifying to Tenant or underlying lessor an independent party (i) that this Lease is unmodified and in full force and effect (or, if there have been any modifications, that the same is in full force and effect as modified and stating the modification); (ii) that Landlord has no knowledge of any defenses, offsets or Mortgageecounterclaims against its obligations to perform its covenants under this Lease (or if there are any defenses, offsets, or counterclaims, setting them forth in reasonable detail); (iii) that there are no known uncured defaults of Landlord or Tenant under this Lease (or if there are known defaults, setting them forth in reasonable detail; and (iv) such other party. Neither party shall be required matters with respect to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyLease as Tenant may reasonably request.

Estoppel Certificates. TenantSeller shall obtain and deliver to Buyer, at any time and from time to time least five (but subject 5) days prior to the expiration of the Inspection Period, a tenant estoppel certificate from tenants occupying 10,000 square feet or more of floor area, substantially in the form of Exhibit H attached hereto; provided, however, if any Lease has attached to it a form of estoppel certificate for which a Tenant has previously agreed to provide, then the form of such estoppel certificate to be delivered pursuant to this Section 4.4 shall be in the form attached to the such Lease. In the event Seller is unable to obtain such tenant estoppel certificates or Buyer is not satisfied, in Buyer’s sole and absolute discretion, with the tenant estoppel certificates delivered or any revisions, changes or additions thereto made by the tenants, Buyer may elect to terminate this Agreement by giving the Due Diligence Termination Notice described in Section 4.5 on or before the last sentence day of this Paragraph 14), within ten the Inspection Period. Buyer shall have two (102) business days from the receipt of written notice from Landlord, will execute, acknowledge and deliver an executed estoppel certificate to Landlord and, at Landlord’s request, notify Seller of any objections Buyer has to any prospective purchaserrevisions, ground changes or underlying lessor additions made thereto by a tenant. In the event Buyer fails to notify Seller of any objections within the aforementioned two (2) business days, the executed estoppel certificate, including any and all revisions, changes or Mortgagee or addition shall be deemed to have been approved by Buyer. Seller shall not be obligated to expend any other party acquiring an interest funds in Landlordconnection with obtaining any such tenant estoppel certificate, an and the failure of Seller to obtain any such tenant estoppel certificate shall not be a breach or default hereunder so long as Seller makes good faith efforts to obtain the same; provided, in the event that Seller is unable to obtain an Estoppel Certificate from any tenant after the exercise of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlordcommercially reasonable efforts, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will Seller shall execute and deliver to Tenant an estoppel certificate of Landlord Buyer, at least three (3) days prior to the Closing Date, Seller’s Certificate for the Lease for which the Estoppel Certificate was not obtained, reflecting and certifying that this Lease is unmodified and the information in full force and effect the form attached as Exhibit I (or, if modified, stating the nature of such modification“Seller Estoppel Certificate”) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party same shall be required deemed to provide an estoppel certificate to satisfy the other more than one time per calendar year, unless such party is then obligations of Seller in default under this Lease, or an event has occurred that with Section 4.4 and the giving delivery condition of notice or passage Section 7.3.6. The representations of time would lead to a default by such party, or Seller in connection with a potential sale or refinancing any Seller Estoppel Certificate shall survive Close of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyEscrow for six (6) months.

Estoppel Certificates. TenantLandlord and Tenant agree, at any time and from time to time (but subject time, upon not less than 10 days' prior written request by the other party, to deliver to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing certifying (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease as modified is in full force and effect and stating the modifications); (ii) the dates to which Basic Rent and other Rent have been paid; (iii) the other party is not in default in any provision of this Lease or, if modifiedin default, stating the nature thereof specified in detail; (iv) the amount of such modificationmonthly Basic Rent currently payable by Tenant; (v) the amount of any prepaid Rent; (vi) that Tenant has taken possession of the Original Premises (if Tenant has in fact done so) and that Landlord has performed all of its obligations under Section 3 with respect to the date to which any rent design, construction and other charges have been paid in advanceinstallation of the Original Base Building and the Original Leasehold Improvements, and acknowledging that or if there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate obligations remaining to be performed, specifying the same in detail; (vii) if applicable, that Tenant has taken possession of either party delivered pursuant the Expansion Building (if Tenant has in fact done so) and that Landlord has performed all of its obligations under Section 18 with respect to this Paragraph 14 the design, construction and installation of the Expansion Base Building and the Expansion Leasehold Improvements, or if there are any such obligations remaining to be performed, specifying the same in detail; and (viii) such other matters as may be relied upon reasonably requested by the other requesting party and or any mortgagee or prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing purchaser of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyPremises.

Estoppel Certificates. TenantTenant agrees that, at any time and from time to time time, upon not less than ten (but 10) days prior request by Landlord (and which ten-day period is not subject to the last sentence of any notice and cure periods otherwise provided under this Paragraph 14Lease), Tenant shall execute and deliver to Landlord a written Certificate certifying all matters and statements pertaining to this Lease as may be requested by Landlord and/or Landlord's respective lenders or purchasers. If Tenant fails to execute and deliver any such Certificate within ten (10) business days from receipt of written notice from Landlordafter such request, will executethen such failure shall constitute a material default by Tenant under this Lease, acknowledge and deliver in such event, Tenant agrees to pay to Landlord and, at as liquidated damages therefore (and in addition to all equitable remedies available to Landlord’s request, ) an amount equal to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Fifty Dollars ($50.00) per day for each day that Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing fails to so deliver such information as is customary or as may reasonably be required by any Certificate to Landlord after the expiration of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from day period. If Tenant fails to execute any such instrument within said ten (10) day period, Tenant irrevocably appoints Landlord as its attorney-in-fact, in Tenant's name, will to execute such instrument and Tenant's failure to deliver to such Estoppel Certificate within said ten (10) day period shall be conclusive upon Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect effect, without modification, except as may be represented by Landlord, that there are no uncured defaults in Landlord's performance, not more than one (or, if modified, stating the nature of such modification1) and the date to which any rent and other charges have month's rental has been paid in advance, and acknowledging that there all other statements required to be made in the Estoppel Certificate are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimedconclusively made. It is intended understood and agreed that any Tenant's obligation to furnish such certificate Estoppel Certificates in a timely fashion is a material inducement for Landlord's execution of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. Tenant(a)Upon Landlord's written request, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been cancelled or terminated; (iii) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or, if Landlord is claimed to be in default, stating why); and (v) such other representations or information with respect to Tenant or the Lease as Landlord may reasonably request or which any prospective purchaser, ground purchaser or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate encumbrancer of the Property may require. Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing shall deliver such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time statement to time (but subject to the last sentence of this Paragraph 14), Landlord within ten (10) business days from receipt after Landlord's request. Landlord may give any such statement by Tenant tx xxx xxospective purchaser or encumbrancer of written notice from Tenantthe Property. Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. (b)If Tenant does not deliver such statement to Landlord within such ten (10)-day period, will execute Landlord, and deliver to Tenant an estoppel certificate any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i) that the terms and provisions of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been cancelled or terminated except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one month's Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this the Lease. In such event, or an event has occurred that with Tenant shall be estopped from denying the giving truth of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyfacts. Section 11.05.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)or times, within ten (10) business days from receipt of Business Days after written notice from Landlorddemand by Bank therefor, will execute, acknowledge and Borrower shall deliver to Landlord andBank a certificate duly executed and in form satisfactory to Bank, at Landlord’s requeststating and acknowledging the then unpaid principal balance of, and interest due and unpaid under, the Loan, the fact that there are no defenses, offsets or counterclaims thereto (or, if such should not be the fact, then the facts and circumstances relating to any prospective purchasersuch defenses, ground off sets or underlying lessor or Mortgagee or any counterclaims) and such other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information matters as is customary or as Bank may reasonably be required by any of such personsrequire. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14)At anytime or times, within ten (10) business days from receipt of Business Days after written notice from Tenantdemand by Bank therefor, will execute and Borrower shall deliver to Tenant an estoppel Bank a certificate duly executed by each of Landlord certifying the Collateral Borrowers in form satisfactory to Bank, stating and acknowledging the then unpaid principal balance of, and interest due and unpaid under, each of the Collateral Loans, the fact that this Lease is unmodified and in full force and effect there are no defenses, off-sets or counterclaims thereto (or, if modifiedsuch should not be the fact, then the facts and circumstances relating to such defenses, off sets or counterclaims) and such other matters as Bank may reasonably require. Within forty-five (45) days of the date hereof and from time to time within ten (10) Business Days after written demand by Bank therefor, Borrower shall endeavor to deliver to Bank a certificate duly executed by each of the Tenants in form satisfactory to Bank, but in accordance with the form required to be given by each of the Tenants under its Tenant Lease, stating and acknowledging the nature of such modification) date through which rent is paid under, and the date to which any rent and other charges have been paid in advanceremaining term of, and acknowledging its Tenant Lease, the fact that there are notno defenses, to Landlord’s knowledge, any uncured off sets or counterclaims thereto or defaults on the part of Tenant the Collateral Borrower thereunder (or, if such should not be the fact, then the facts and circumstances relating to such defenses, off sets, counterclaims or specifying defaults) and such defaults if they are claimed. It is intended other matters as Bank may reasonably require; provided, that any the failure by Borrower to provide such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground from one or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation Tenants shall not applyconstitute an Event of Default if Borrower has exercised diligent good faith efforts to obtain such certificates.

Estoppel Certificates. Tenant, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within Within ten (10) business days from receipt of written notice from after Landlord's request, Tenant will execute, acknowledge and deliver to Landlord anda written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they have been changed, at Landlord’s requeststating how they have been changed); (ii) that this Lease has not been canceled or terminated; (iii) the last date of payment of the Base Rent and other charges and the time period covered by such payment; (iv) that Landlord is not in default under this Lease (or if Landlord is claimed to be in default, setting forth such default in reasonable detail); and (v) such other information with respect to Tenant or this Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Premises may require. Landlord may deliver any such statement by Tenant to any prospective purchaserpurchaser or encumbrancer of the Premises, ground and such purchaser or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of encumbrancer may rely conclusively upon such statement as true and correct. If Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing does not deliver such information as is customary or as may reasonably be required by any of statement to Landlord within such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days day period, Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon (and Tenant will be estopped from receipt denying): (i) that the terms and provisions of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying this Lease have not been changed except as otherwise represented by Landlord; (ii) that this Lease is unmodified and in full force and effect has not been canceled or terminated except as otherwise represented by Landlord; (or, if modified, stating the nature of such modificationiii) and the date to which any rent and that not more than one month"s Base Rent or other charges have been paid in advance, ; and acknowledging (iv) that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.. SECTION 4:

Estoppel Certificates. Tenant(a) Txxxxx agrees, at any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt after request of written notice from Landlord, will execute, acknowledge to execute and deliver to Landlord andLandlord, at or Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlorddesignee, an estoppel certificate of Tenant in the form set forth on Exhibit D attached hereto and made a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing part hereof, or such information other statement as is customary Landlord or as its designee may reasonably be required by any of such persons. Landlordrequest which, at any time and from time to time among other items: (but subject to a) certifies that the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if and has not been modified, assigned, supplemented or amended, except by such writings as shall be stated; (b) ratifies this Lease; (c) confirms the Commencement Date and the scheduled date of the expiration of the term of this Lease; (d) certifies that Tenant is in occupancy of the Premises; (e) certifies that all conditions and agreements under the Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (f) certifies that Landlord is not in default under the Lease and there are no defenses or offsets against the enforcement of the Lease by Landlord, or stating the nature defaults and/or defenses claimed by Tenant; (g) recites the amount of such modification) any advance rent paid by Txxxxx and the date to which rent has been paid; (h) recites the amount of any rent security deposited with Landlord; and (i) such other charges have been paid information which Landlord or the recipient may reasonably require. Tenant’s obligation to furnish each estoppel certificate in advance, and acknowledging that there are not, to a timely fashion is a material inducement for Landlord’s knowledge, execution of this Lease and any uncured defaults on the part failure of Tenant or specifying such defaults if they are claimed. It is intended that any such to timely deliver each estoppel certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required deemed an Event of Default. No cure or grace period provided in this Lease shall apply to provide Tenant’s obligation to timely deliver an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applycertificate.

Estoppel Certificates. TenantAt any time, at any time and from time to time time, upon the written request of Landlord or any “Mortgagee” (but subject to the last sentence of this Paragraph 14as defined in section 29 hereof), Tenant, within ten (10) business days from receipt of the date of such written notice from request, agrees to execute and deliver to Landlord and/or such Mortgagee, a written statement: (a) ratifying this Lease; (b) confirming the commencement and expiration dates of the Term of this Lease; (c) certifying that Tenant is in occupancy of the Leased Space, and that the Lease is in full force and effect and has not been modified, assigned, supplemented or amended except by such writings as shall be stated; (d) certifying that all conditions and agreements under this Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (e) certifying that Landlord is not in default under the Lease and there are no defenses or offsets against the enforcement of this Lease by Landlord, will or stating the defaults and/or defenses claimed by Tenant; (f) reciting the amount of advance rent, if any paid by Tenant and the date to which such rent has been paid; (g) reciting the amount of security deposited with Landlord, if any; and (h) any other information which Landlord or the Mortgagee shall reasonably require. The failure of Tenant, after signed receipt, to execute, acknowledge and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring a statement in accordance with the provisions herein within the period set forth herein shall constitute an interest in Landlord, an estoppel certificate of acknowledgment by Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as which may reasonably be required relied upon by any of such persons. Landlord, at person holding or intending to acquire any time and from time to time (but subject to interest whatsoever in the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying Leased Space or the Building that this Lease has not been assigned, amended, changed or modified, is unmodified and in full force and effect (orand that the Minimum Annual Rent, if modified, stating and Additional Rent have been duly and fully paid not beyond the nature of such modification) and respective due dates immediately preceding the date of the request for such statement and shall constitute as to any persons entitled to rely on such statements a waiver of any defaults by Landlord or defenses or offsets against the enforcement of this Lease by Landlord which any rent and other charges have been paid in advancemay exist prior to the date of the written request, and acknowledging that there are notLandlord, to Landlord’s knowledgeat its option, any uncured defaults on the part of Tenant or specifying may treat such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or failure as an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applydefault.

Estoppel Certificates. (a) Seller shall use commercially reasonable efforts to obtain estoppel certificates from each tenant of the Property substantially (1) in the form attached hereto as Exhibit F or (2) if a tenant’s lease requires a different form, in the form required by the tenant’s lease, or (3) with respect to any so-called “national retailer,” “credit tenant” or other Major Tenant, at any time in the form customarily provided by such retailer or other tenant, or as otherwise provided in this paragraph below. It shall be a condition to Buyer’s obligation to close the sale and from time to time (but subject to purchase of the last sentence of this Paragraph 14)Property that on or before the Closing, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, Buyer receives an estoppel certificate of Tenant substantially in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any one of such persons. Landlordforms from (i) the tenants under the Parking Lease and the Rooftop Lease, (ii) all of the Major Tenants (defined as any tenant occupying over twenty thousand (20,000) square feet of the Property, specifically excluding, however, the tenants under the Parking Lease and the Rooftop Lease), and (iii) tenants (including Major Tenants, Parking Tenants and Rooftop Tenants) occupying, in the aggregate, at any time and from time least seventy five percent (75%) of the area of the Property (excluding the parking garage) actually rented to time all tenants (but subject the “Estoppel Threshold”). All estoppel certificates shall be dated no more than forty-five (45) days prior to the last sentence originally scheduled Closing Date. An estoppel certificate, even though not in one of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenantthe required estoppel forms, will execute be deemed reasonably acceptable to Buyer if it contains the following information: confirming rent, security deposit, and deliver to Tenant an estoppel certificate of Landlord certifying termination date; the date through which rent is paid; that this no rent has been paid more than one month in advance; that the Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent that a true and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing correct copy of the Project Lease with all amendments and modifications is attached or an interest in Landlord requesting party, in which events referenced; and that all work to be performed by landlord has been performed and that the one time per year limitation shall not applytenant has no knowledge of any landlord default.

Estoppel Certificates. Tenant, Tenant agrees at any time and from time to time upon not less than five (but subject to the last sentence of this Paragraph 14), within ten (105) business days from receipt of days’ prior written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, a statement in writing certifying to those facts for which certification has been requested by Landlord or any current or prospective purchaser, holder of any Security Document, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlordmaster lessor, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlordincluding, at any time and from time to time but without limitation, that (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, that the same is in full force and effect as modified and stating the nature of such modificationmodifications), (ii) and the date dates to which any rent the Annual Base Rent, Rent and other charges hereunder have been paid in advancepaid, if any, and acknowledging that there are not(iii) whether or not to the best knowledge of Tenant, Landlord is in default in the performance of any covenant, agreement or condition contained in this Lease and, if so, specifying each such default of which Tenant may have knowledge. The form of the statement attached hereto as Exhibit E is hereby approved by Tenant for use pursuant to this Article 22; however, at Landlord’s knowledgeoption, Landlord shall have the right to use other forms for such purpose. Tenant’s failure to execute and deliver such statement within such time shall, at the option of Landlord, constitute a material default under this Lease and, in any uncured defaults event, shall be conclusive upon Tenant that this Lease is in full force and effect without modification except as may be represented by Landlord in any such certificate prepared by Landlord and delivered to Tenant for execution. In the event that such certificate is being given to any Holder or ground lessor, such statement may contain any other provisions customarily required by such Holder or ground lessor including, without limitation, an agreement on the part of Tenant to furnish to such Holder or specifying ground lessor, as applicable, written notice of any Landlord default and a reasonable opportunity for such defaults if they are claimedHolder or ground lessor to cure such default prior to Tenant being able to terminate this Lease. It In addition, Landlord is intended hereby irrevocably appointed and authorized as agent and attorney-in-fact of Tenant to execute and deliver such statement in the event that any Tenant fails to execute and deliver such certificate of either party statement within five (5) days after notice from Landlord requesting execution and delivery thereof. Any statement delivered pursuant to this Paragraph 14 Article 22 may be relied upon by the other party and any prospective purchaser, ground purchaser of the fee of the Building or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting partyany mortgagee, in which events ground lessor or other like encumbrancer thereof or any assignee of any such encumbrance upon the one time per year limitation shall not applyBuilding or the Project.

Estoppel Certificates. Tenant(a) After request by Lender, at any time and from time to time (but subject to the last sentence of this Paragraph 14)Borrower shall cause Mortgage Borrower, within ten (10) business days from receipt Business Days of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s such request, to any prospective purchaser, ground or underlying lessor or Mortgagee furnish Lender or any proposed assignee with a statement, duly acknowledged and certified, setting forth (i) the original principal amount of the Mortgage Note, (ii) the unpaid principal amount of the Mortgage Note, (iii) the rate of interest of the Mortgage Note, (iv) the terms of payment and maturity date of the Mortgage Note, (v) the date installments of interest and/or principal were last paid, (vi) that, except as provided in such statement, no Event of Default exists under the Mortgage Loan Documents, (vii) that the Mortgage Loan Agreement, the Note, the Security Instrument and the other party acquiring an interest in LandlordMortgage Loan Documents are valid, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary legal and binding obligations and have not been modified or as may reasonably be required by any if modified, giving particulars of such persons. Landlordmodification, at (viii) whether any time and from time offsets or defenses exist against the obligations secured thereby and, if any are alleged to time exist, a detailed description thereof, (but subject ix) that, to the last sentence of this Paragraph 14)Mortgage Borrower’s knowledge, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and all Leases are in full force and effect and have not been modified (or, or if modified, stating the nature of such modificationsetting forth all modifications), (x) and the date to which any rent and other charges the Rents thereunder have been paid in advancepursuant to the Leases, and acknowledging that there are (xi) whether or not, to LandlordMortgage Borrower’s knowledgeknowledge after due inquiry of the Manager, any uncured defaults on of the part lessees under the Leases are in default under the Leases, and, if any of Tenant the lessees are in default, setting forth the specific nature of all such defaults, (xii) the amount of security deposits held by Mortgage Borrower under each Lease and that such amounts are consistent with the amounts required under each Lease, and (xiii) as to any other matters reasonably requested by Lender and reasonably related to the Leases, the obligations created and evidenced hereby and by the Security Instrument or specifying such defaults if they are claimedthe Property. It is intended being understood that any such certificate of either party delivered Lender shall not exercise its right pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchasersubsection, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per two (2) times during each calendar year, year unless such party there is then in default under this Lease, or an event has occurred that with the giving Event of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyDefault.

Estoppel Certificates. TenantPurchaser shall have received, at any time and from time to time least five (but subject to the last sentence of this Paragraph 14), within ten (105) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver prior to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlordthe Closing Date, an estoppel certificate substantially in the form of Tenant Exhibit D attached hereto (as modified to address specific reasonable concerns arising as a result of Purchaser's review of the Leases) or, if any Lease prescribes a particular form of estoppel, the form required by the Lease, confirming the information set forth in Exhibit D and the accuracy of Seller's representations with respect to such Lease set forth in Section 9.1 and containing no adverse additions or changes, from (i) TRW, a tenant under a Lease of a portion of the Property, and (ii) tenants under Leases demising seventy percent (70%) of the leasable area of the Property (excluding the space demised by the TRW Lease) (collectively, the "Estoppel Certificates"). Seller shall use diligent efforts to obtain the Estoppel Certificates prior to the Closing Date (and in any event, the form Estoppel Certificates shall be completed by Seller and sent out to the tenants under the Lease not later than fifteen (15) days after the Effective Date). In addition, although not a condition to Closing, Seller shall use diligent efforts to cooperate in obtaining separate subordination, nondisturbance and attornment agreements from the tenants under the Leases, in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”reasonably requested by Purchaser's lender, prior to the Closing Date. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing So long as a party is not in default hereunder, if any condition to such information party's obligation to proceed with the Closing hereunder has not been satisfied as of the Closing Date (or such earlier date as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14provided herein), within ten (10) business days from receipt of such party may, in its sole discretion, terminate this Agreement by delivering written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground on or underlying lessor before the Closing Date (or Mortgageesuch earlier date as is provided herein), or elect to close (or to permit any such other party. Neither earlier termination deadline to pass) notwithstanding the non-satisfaction of such condition, in which event such party shall be required deemed to provide an estoppel certificate to have waived any such condition. In the other more than one time per calendar year, unless event such party is then in default under this Leaseelects to close (or to permit any such earlier termination deadline to pass), or an event has occurred that with notwithstanding the giving non-satisfaction of notice or passage of time would lead such condition, said party shall be deemed to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyhave waived said condition.

Estoppel Certificates. Tenant, Landlord and Tenant agree that at any time and from time to time time, upon not less than fifteen (but subject to 15) days’ prior written request by the last sentence of this Paragraph 14)other, within ten (10) business days from receipt of written notice from Landlord, each will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other the requesting party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord writing certifying that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications, that the same are in full force and effect as modified and stating the nature modifications), that to the knowledge of such modification) party no uncured defaults exist hereunder (or if any defaults exist, specifying the same), and the date dates to which any the rent and other charges due hereunder have been paid in advance, and acknowledging that there are notif any, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is it being intended that any such certificate of either party statement delivered pursuant to this Paragraph 14 Section 20 may be relied upon by any mortgagee or prospective mortgagee or purchaser of the other party Property. Tenant acknowledges that the execution and any prospective purchaser, ground or underlying lessor or Mortgagee, or delivery of such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or certificates in connection with a potential financing or sale in a prompt manner may constitute requirements of Landlord’s financings and/or property dispositions, and Tenant shall indemnify Landlord against all damages (including consequential damages in the nature of increased costs or refinancing loss of any such transactions, and including attorneys’ fees) directly or indirectly resulting from Tenant’s failure to comply herewith (notwithstanding that any applicable grace or notice period under Section 13 may not have expired). Tenant agrees that if it shall fail at any time to execute, acknowledge and deliver any such instrument within fifteen (15) days after request, then Landlord may execute, acknowledge and deliver such instrument as the Project or attorney in fact of Tenant; and Tenant hereby makes, constitutes and irrevocably appoints Landlord its attorney in fact, coupled with an interest in Landlord requesting partyinterest, in for that purpose. Notwithstanding anything herein to the contrary, Tenant shall execute and deliver to Landlord, within ten (10) days after the Commencement Date, the Estoppel Certificate/SNDA, the form of which events the one time per year limitation shall not applyis attached hereto as Exhibit “H” and incorporated herein.

Estoppel Certificates. TenantIt shall be a condition to Buyer's obligation to purchase the Property hereunder that, at any time and from time to time on or before the Closing Date, Buyer shall have received estoppel certificates (but subject "TENANT ESTOPPEL CERTIFICATES"), dated not more than thirty (30) days prior to the last Closing Date, from (i) those tenants listed on Exhibit "C" attached hereto and made a part hereof, and (ii) a sufficient number of the balance of the tenants at the Property so that Tenant Estoppel Certificates shall be received under clauses (i) and (ii) hereof with respect to not less than 75% of the net rentable square feet of space covered by leases in effect as of the Closing Date. Each Tenant Estoppel Certificate shall either be substantially in the form provided in Exhibit "D" attached hereto and made a part hereof or in the form, if any, prescribed in the applicable tenant lease; provided, however, Buyer acknowledges that, if any tenant limits the provisions of paragraphs 4, 5, 7 and the second sentence of this Paragraph 14paragraph 7 to tenant's knowledge, such modification shall be deemed acceptable to Buyer. Seller's sole obligation hereunder shall be to utilize commercially reasonable efforts to obtain a Tenant Estoppel Certificate from each tenant at the Property (such reasonable efforts obligation not including any obligation to institute legal proceedings or to expend any monies therefor). In addition, within ten (10) business days from receipt it shall be a condition precedent to Buyer's obligation to close hereunder that, as of written notice from Landlordthe Closing Date, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, Buyer shall have received an estoppel certificate of Tenant addressed to Buyer in the form attached as Exhibit "E" hereto and made a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”part hereof, from Seller ("SELLER'S ESTOPPEL CERTIFICATE") as to those tenants which fail to deliver tenant estoppel certificates. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary If on or as may reasonably be required before the Closing Date, the above- described conditions are not satisfied (or waived by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14Buyer), within ten then this Agreement shall terminate at Buyer's option (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party Escrow Deposit shall be required promptly returned to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyBuyer). 5.

Estoppel Certificates. TenantThe Tenant agrees that, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within upon not less than ten (10) business days from receipt prior written request by Xxxxxxxx, the Tenant, or Xxxxxx's duly authorized representative having knowledge of written notice from Landlordthe following facts, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest a statement in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing certifying: (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications that the Lease, if as modified, stating is in full force and effect); (ii) the nature of such modification) and the date dates to which any rent Rent and other charges have been paid paid; (iii) to the knowledge of Tenant, that the Landlord is not in advancedefault under any provision of this Lease, or, if in default, the nature thereof in detail, and acknowledging that there are not(iv) as to such other matters as may be reasonably requested by Landlord relating to the status of the Lease, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is it being intended that any such certificate of either party delivered pursuant to this Paragraph 14 statement may be relied upon by the other party and any prospective purchaserpurchaser or tenant of the Property, ground any mortgagees or underlying lessor prospective mortgagees thereof, or Mortgageeany prospective assignee of any mortgage thereof. Tenant shall execute and deliver the form of Estoppel Certificate attached hereto as Exhibit E, or such other partyform required by Landlord meeting criteria set forth above as is reasonably acceptable to Tenant. Neither party In the event Tenant fails so to do within twenty (20) business days after demand in writing, Tenant shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then considered in default Default under this Lease, or an at Landlord's option, the failure to deliver such instruments within such time shall be conclusive upon Tenant that this Lease is in full force and effect, without modification except as may be represented by Landlord, there are no uncured defaults by or defenses or claims against Landlord and that not more than one (1) month's rental has been paid in advance and Tenant shall be estopped from asserting any defaults, defenses or claims known to it at that time. In the event has occurred that any existing or prospective purchaser or holder of a Superior Encumbrance requires information from Tenant in order to comply with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing rules and regulations of the Project or an interest Employee Retirement Income Security Act ("ERISA"), Tenant shall promptly represent to such holder such information as such holder may reasonably require in Landlord requesting party, order to determine its compliance with ERISA requirements and Tenant shall indemnify such holder against any inaccuracy in which events the one time per year limitation shall not applysuch representation.

Estoppel Certificates. Tenant8.2.1 As a condition to Purchaser’s obligation to close hereunder, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, Purchaser shall have received an estoppel certificate on or before the Outside Closing Date in the form and content as set forth herein (the “Estoppel Certificates”) from (a) the Major Tenant, and (b) the “Required Other Tenant” (as defined in the Company Disclosure Letter, and (c) one of the other two tenants (other than the tenants identified in clause (a) and (b) above) whom occupy at least 20,000 rentable square feet (each such tenant described in clause (c), a “Required Non Major Tenant” and together with tenants identified in clauses (a) and (b) hereof, the “Required Tenants”; and the aforesaid acceptable Estoppel Certificates to be delivered are referred to collectively as the “Required Estoppel Certificates”); provided that in the event that Seller delivers certificates for only one (1) of the two (2) Required Non Major Tenants, Seller shall deliver to Purchaser a certificate, in substantially the same form as the certificate attached hereto as Exhibit R (“Seller Estoppel Certificate” and in such event the term “Required Estoppel Certificates” shall include the Seller Estoppel Certificate), covering the particular tenants necessary so that Purchaser shall be deemed to have received, at Closing, Estoppel Certificates and/or a Seller Estoppel Certificate with respect to the Required Tenants. In the event that Seller is required to deliver a Seller Estoppel Certificate, each statement therein shall survive for a period terminating on the earlier to occur of (i) the date on which Purchaser has received an executed Estoppel Certificate signed by the tenant under the Lease in question, or (ii) one hundred eighty (180) days from the Closing Date. If Purchaser receives an Estoppel Certificate that contains some but not all of the statements set forth in the Estoppel Certificate (a “Partial Certificate”) and Seller provides a Seller Estoppel Certificate for such tenant, then the Seller Estoppel Certificate may omit statements contained in the Partial Certificate; provided, however in no event may a Partial Certificate replace a Required Certificate to the extent same is required pursuant to the terms of this Section 8.2.1. Seller shall use commercially reasonable efforts to obtain Estoppel Certificates from all tenants under Leases in effect as of the Closing Date, and shall deliver to all tenants for execution and Estoppel Certificate in the form of Exhibit L attached hereto (the “Form Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]Estoppel Certificate”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information ) no later than fourteen (14) days after Seller requests the GL Estoppel Certificate (as is customary hereafter defined) An Estoppel Certificate shall not be deemed an unacceptable Estoppel Certificate for purposes of this Section 8.2 if it (a) contains the qualification by the tenant of any of items (4) and/or (9) on the Form Estoppel Certificate as being subject to its knowledge or as may reasonably being subject to any similar qualification, or (b) does not contain any more information than that which the tenant is required to give in any such certificate pursuant to its Lease, but in all instances is certified to Purchaser and its successors and assigns. In the event that Seller does not provide to Purchaser as of the then scheduled Closing Date all of the Required Estoppel Certificates for each Required Tenant, Purchaser may, by written notice to Seller given on the then scheduled Closing Date, either (A) elect not to purchase the Property, in which event the Exxxxxx Money shall be required by returned to Purchaser, at which time this Agreement shall, without further action of the parties, terminate and become null and void and neither party shall have any further rights or obligations under this Agreement, except for those which expressly survive termination of this Agreement, or (B) elect to close notwithstanding Seller’s inability to provide the Required Estoppel Certificates, in which event Purchaser shall be deemed to have waived the condition contained in this Section 8.2.1. If Purchaser fails to deliver such written notice as described above, Purchaser shall be deemed to have elected item (B) above. If any Estoppel Certificate contains statements confirming any of such persons. Landlord, at any time and from time to time (but subject Seller’s representations or warranties relating to the last sentence of this Paragraph 14Leases, Rent Roll (as hereafter defined) or Delinquency Schedule (as hereafter defined), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver then Seller shall be deemed not to Tenant an estoppel certificate of Landlord certifying have made such representations or warranties as to the applicable Lease. If any Estoppel Certificate or Seller Estoppel Certificate contains statements or allegations that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults a default or potential default exists on the part of Tenant Seller under the Lease in question or specifying contains information inconsistent with any representations of Seller contained in this Agreement and Purchaser elects to close notwithstanding the existence of such defaults if they are claimed. It is intended that any statements, allegations or information, then such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaserEstoppel Certificates or Seller Estoppel Certificate, ground or underlying lessor or Mortgageeas applicable, or such other party. Neither party shall be required deemed acceptable for purposes of this Section, notwithstanding the existence of such allegations, statements or information, and Seller shall have no liability to provide an estoppel certificate Purchaser hereunder with respect to the other more than one time per calendar yearexistence of such allegations, unless such party is then in default under this Lease, statements or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyinformation.

Estoppel Certificates. Tenant, at any time Tenant shall execute and from time to time (but subject to the last sentence of this Paragraph 14), return within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to any certificate that Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and request from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect (or, if as modified, and stating the nature modification. The certificate also shall state (a) the amount of base monthly rent and the dates to which the rent has been paid in advance; (b) the amount of any security deposit or prepaid rent; (c) that there is no present default on the part of Landlord, or attach a memorandum stating any such modificationinstance of default; (d) that Tenant has no right to setoff and no defense or counterclaim against enforcement of its obligations under this Lease; (e) that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the rentals; (f) that all work required of Landlord has been completed and that the work is accepted as satisfactory; (g) that Tenant is in full and complete possession of the Demised Premises; (h) the date on which rent commenced and the date to which it is paid; (i) that Tenant has not advanced any rent and other charges amounts to or on behalf of Landlord which have not been paid in advance, and acknowledging reimbursed; (j) that there are not, Tenant understands that this Lease has been collaterally assigned to Landlord’s knowledge, 's mortgagee as security for a loan to Landlord; (k) that rent may not be prepaid without the prior written approval of Landlord's mortgagee; and (1) such other items as Landlord may reasonably request. Failure to deliver the certificate within the ten (10) business days shall be conclusive upon Tenant for the benefit of Landlord and any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It successor to Landlord that this Lease is intended that any such certificate of either party delivered pursuant to this Paragraph 14 in full force and effect and has not been modified except as may be relied upon represented by the other party requesting the certificate. If Tenant fails to deliver the certificate within the ten (10) business days, Tenant by such failure irrevocably constitutes and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required appoints Landlord as its special attorney-in-fact to provide an estoppel execute and deliver the certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such any third party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.

Estoppel Certificates. Tenant, at any time and from time to time Within fifteen (but subject to the last sentence of this Paragraph 14), within ten (1015) business days from receipt of after written notice request from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will shall execute and deliver to Tenant an estoppel certificate of Landlord Landlord, or Landlord’s designee, a written statement certifying (a) that this Lease is unmodified and in full force and effect or is in full force and effect as modified and stating the modifications; (b) the amount of Base Rent and the date to which Base Rent and Additional Rent have been paid in advance; (c) the amount of any security deposit with Landlord; (d) that, to the best of Tenant’s knowledge, Landlord is not in default hereunder or, if modifiedLandlord is claimed to be in default, stating the nature of any claimed default; and (e) such modificationother matters regarding this Lease as may be reasonably requested. Landlord and, any purchaser, assignee or Mortgagee may rely upon any such statement. Tenant’s failure to execute and deliver such statement within the time required shall be conclusive against Tenant (1) that this Lease is in full force and the date to which any rent effect and other charges have has not been modified except as represented by Landlord; (2) that there are no uncured defaults in Landlord’s performance and that Tenant has no right of offset, counterclaim, or deduction against Rent; (3) not more than one (1) month’s Rent has been paid in advance, ; and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate (4) as to the truth and accuracy of any other matters set forth in the statement as submitted to Tenant. In addition, Landlord agrees to furnish from time to time when requested by Tenant (but not more than one time once per calendar year, unless such party is year and then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or only in connection with a potential sale Transfer or refinancing any financing of Tenant’s Property) a commercially reasonable estoppel certificate signed by Landlord, containing the Project or an interest in information set forth above, but modified to reflect Landlord requesting partyas the party providing such certificate, in which events the one time per year limitation shall not applyand Landlord shall, within thirty (30) days following receipt of said certificate from Tenant, return a fully executed copy thereof to Tenant.

Estoppel Certificates. Tenant, at Within fifteen (15) days following any time and written request that Landlord may make from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord and, at Landlord’s request, to and/or any prospective purchaser, ground mortgagee or underlying lessor or Mortgagee or any other party acquiring an interest in purchaser designated by Landlord, an estoppel certificate a statement certifying: (a) the date of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence commencement of this Paragraph 14), within ten Lease; (10b) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying the fact that this Lease is unmodified and in full force and effect (or, if modifiedthere have been modifications hereto, that this Lease is in full force and effect, and stating the date and nature of such modificationmodifications); (c) and the date to which any rent the rental and other charges sums payable under this Lease have been paid; (d) that, to Tenant’s current actual knowledge, there are no current defaults under this Lease by Landlord except as specified in such statement; and (e) such other matters as may be reasonably requested. Landlord and Tenant intend that any statement delivered by Tenant pursuant to this Section may be relied upon by any mortgagee, beneficiary, purchaser, or prospective purchaser of the Premises or any interest therein. Tenant’s failure to deliver such statement within five (5) days following Landlord’s written notice to Tenant stating that such 15-day review period has elapsed (x) shall be conclusive upon Tenant (i) that this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) that there are no uncured defaults in the Landlord’s performance, and (iii) that no more than one month’s rental has been paid in advance, and acknowledging that there are not, to (y) at Landlord’s knowledgeelection, shall constitute an Event of Default hereunder. If Landlord desires to finance or refinance the Premises, or any uncured defaults on the part thereof, Tenant shall, within ten (10) days following Landlord’s request therefor, deliver to any lender designated by Landlord such financial information of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party as shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or lender. All such information shall be received in connection with a potential sale or refinancing of confidence and shall be used only for the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applypurpose herein set forth.

Estoppel Certificates. Tenant, Each party hereto agrees that at any time and from time to time during the Lease Term, it will promptly, but in no event later than fifteen (but subject to 15) days after request by the last sentence of this Paragraph 14)other party hereto, within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, such other party or to any prospective purchaser, ground purchaser (if such prospective purchaser has signed a commitment letter or underlying lessor or Mortgagee letter of intent to purchase the Property or any part thereof) assignee or mortgagee or third party designated by such other party acquiring an interest in Landlordparty, an estoppel a certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (oror if there have been modifications, if that this Lease is in force and effect as modified, stating and identifying the nature of such modification) and modification agreements); the date to which any rent and other charges have Basic Rent has been paid paid; in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part case of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar yearbe given by Lessor, unless such party whether or not there is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a any existing default by Lessee in the payment of Basic Rent or any other sum of money hereunder, and whether or not there is any other existing Lease Default or Lease Event of Default with respect to which a notice of default has been served, and, if there is any such partydefault, specifying the nature and extent thereof; in the case of an estoppel certificate to be given by Lessee, a certificate stating that all subleases are unmodified and in force and effect (or if there have been modifications, that the applicable sublease is in connection force and effect as modified, and identifying the modification agreements); the dates to which rent has been paid; whether or not there is any existing default by any sublessee in the payment of rent or any other sum of money thereunder, and whether or not there is any existing default or event of default with respect to which a potential sale notice of default has been served, and, if there is any such default, specifying the nature and extent thereof; and whether or refinancing not to the knowledge of Lessee after due inquiry and investigation, there are any purported setoffs, defenses or counterclaims against enforcement of the Project or an interest obligations to be performed hereunder existing in Landlord favor of Lessee; and other items that may be reasonably requested; provided that no such certificate may be requested unless the requesting party, in which events the one time per year limitation shall not applyparty has a good faith reason for such request.

Estoppel Certificates. Tenant, at any time Tenant shall execute and from time to time (but subject to the last sentence of this Paragraph 14), return within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to any certificate that Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and request from time to time (but subject to the last sentence of this Paragraph 14)time, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect, or in full force and effect (or, if as modified, and stating the nature modification. The certificate also shall state (a) the amount of the monthly installment of Base Annual Rent and Additional Rent and the dates to which such rent has been paid in advance; (b) the amount of any security deposit or prepaid rent; (c) that there is no present default on the part of Landlord nor is there in existence any condition, event, act or omission which with the giving of notice and/or the passage of time will constitute a default on the part of Landlord, or attach a memorandum stating in detail the factual circumstances of such modificationdefault and/or the basis under the Lease for such default; (d) that Tenant has no right to set-off or recoupment and no defense or counterclaim against enforcement of its obligations under this Lease; (e) that Tenant has no other notice of any sale, transfer or assignment of this Lease or of the rentals; (f) that all Construction Improvements and other work and improvements required of Landlord has been completed and that the Construction Improvements and other work and improvements are complete and satisfactory; (g) that Tenant is in full and complete possession of the Demised Premises; (h) the date on which Tenant’s rental obligations commenced (excluding any periods of abatement) and the date to which such rent has been paid; (i) that Tenant has not advanced any rent and other charges amounts to or on behalf of Landlord which have not been paid in advance, and acknowledging reimbursed; (j) that there are not, Tenant understands that this Lease has been collaterally assigned to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended mortgagee as security for a loan to Landlord; (k) that any such certificate of either party delivered pursuant to this Paragraph 14 Base Annual Rent and Additional Rent may not be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other prepaid more than one time per calendar year(1) month in advance without the prior written approval of Landlord’s mortgagee; and (l) such other items as Landlord may reasonably request. Failure to deliver the certificate within the aforesaid ten (10) day period shall be conclusive upon Tenant for the benefit of Landlord and any successor to or mortgagee or assignee of Landlord that this Lease is in full force and effect and has not been modified except as may be represented by the party requesting the certificate. If Tenant fails to deliver the certificate within the aforesaid ten (10) day period, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default Tenant by such failure irrevocably constitutes and appoints Landlord as its special attorney-in-fact to execute and deliver the certificate to any third party, or in connection the foregoing power of attorney being deemed to be coupled with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyinterest.

Estoppel Certificates. TenantEach party shall, at any time and from time to time (but subject to upon request of the last sentence of this Paragraph 14)other party, within ten thirty (1030) business days following notice of such request from receipt of written notice from Landlordthe requesting party, will execute, acknowledge and deliver to the requesting party a certificate (the “Estoppel Certificate”) in writing in the form of the attached Exhibit J or in such commercially reasonable form as Landlord or Tenant or any of their respective lenders, prospective purchasers, lien holders, assignees or subtenants may deem appropriate; provided, however, if the Estoppel Certificate requests information different than that being requested in the form of the attached Exhibit J, then (a) the certifying party shall have forty-five (45) days rather than the thirty (30) days set forth above in order to execute, acknowledge and deliver such Estoppel Certificate and (b) the requesting party shall reimburse the certifying party for all actual, reasonable and documented costs [including without limitation attorneys' fees in an amount of up to Two Hundred Fifty and 00/100 Dollars ($250.00) per request] incurred by the certifying party in connection with the execution, acknowledgment and delivery of such Estoppel Certificate. For purposes of this Article 29, an Estoppel Certificate shall not be deemed to be commercially reasonable if it amends or modifies any of the provisions of this Lease or attempts to clarify them. If the certifying party fails to deliver the Estoppel Certificate within such thirty (30) or forty-five (45) day period, as the case may be, the requesting party shall so notify the certifying party and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other if the certifying party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time does not deliver the Estoppel Certificate within three (but subject to the last sentence of this Paragraph 14), within ten (103) business days from receipt of written notice from Tenantthereafter, will execute and deliver the certifying party's failure to Tenant an estoppel certificate of Landlord certifying do so shall automatically be deemed to establish conclusively that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent and other charges have has not been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 modified except as may be relied upon represented by the other party and requesting party, but shall not be deemed to have cured any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with Lease by the giving of notice or passage of time would lead party failing to a default by such party, or in connection with a potential sale or refinancing of provide the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyEstoppel Certificate.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14)time, within upon not less than ten (10) business days from receipt of written days' prior notice from Landlord, will Tenant shall execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to statement certifying the last sentence commencement date of this Paragraph 14)Lease, within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying stating that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and the date and nature of each such modification), that Landlord is not in default under this Lease (or, if modifiedLandlord is in default, stating specifying the nature of such modification) default), that Tenant is not in default under this Lease (or if Tenant is in default, specifying the nature of such default), the current amounts of and the date dates to which any rent the Monthly Rent and Additional Rent has been paid, and setting forth such other charges have matters as may be reasonably requested by Landlord. Any such statement may be conclusively relied upon by a prospective purchaser of the Real Property or by a lender obtaining a lien on the Real Property as security. If Xxxxxx fails to deliver such statement within the time required hereunder, such failure shall be conclusive upon Tenant that (i) this Lease is in full force and effect, without modification except as may be represented by Landlord, (ii) to the best of Xxxxxx's knowledge, there are no uncured defaults in Landlord's performance of its obligations hereunder, (iii) not more than one month's installment of Monthly Rent has been paid in advance, and acknowledging (iv) any other statements of fact included by Landlord in such statement are correct. Tenant acknowledges and agrees that there are not, if Tenant fails to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that execute any such certificate within the period described above, and thereafter Tenant does not deliver such executed document within ten (10) days of either party delivered pursuant written notice from Landlord of such failure, such failure may cause Landlord serious financial damage by causing the failure of a sale or financing transaction and giving Landlord all of its rights and remedies under Paragraph 25 above, including its right to this Paragraph 14 may be relied upon damages caused by the other party and any prospective purchaserloss of such sale or financing , ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate but only to the other more than one time per calendar year, unless extent any such party loss is then in default under this Lease, attributable solely or an event has occurred that with the giving of notice or passage of time would lead primarily to a default by Tenant's failure to deliver any such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applycertificate.

Estoppel Certificates. Tenant, at any time and from time Seller shall use reasonable efforts to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge obtain and deliver to Landlord andPurchaser, not less than fifteen (15) days prior to Closing, Estoppel Certificates (herein so called), in the form attached hereto as Exhibit F, with such changes thereto as are reasonably acceptable to Purchaser, executed by Tenants occupying at Landlord’s requestleast sixty-six and two-thirds percent (66-2/3%) of the leased area of the Property, to any prospective purchaserin the aggregate, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time all Tenants which have leases (but subject to i) for more than 2,000 rentable square feet in the last sentence Property and (ii) with a remaining term of this Paragraph 14), within ten more than one (101) business days from receipt of written notice from Tenant, will year after the Closing Date. If any Tenants do not execute and deliver the Estoppel Certificates as contemplated hereunder, then, at or prior to Closing, Seller shall provide Purchaser with a certificate (herein called the "Seller's Certificate"), setting forth Seller's certification that, with respect to each of the Tenant Leases for which a Tenant did not deliver an estoppel certificate Estoppel Certificate, (i) the copy of Landlord certifying that this such Tenant Lease (and all amendments and modifications thereto) previously provided by Seller to Purchaser is unmodified true, correct and complete and is in full force and effect effect, (ii) Seller has not received any rent thereunder for more than one month in advance, (iii) Seller has neither received nor given any written notice of default under such Tenant Lease (or, if modifiedso, stating describing the nature thereof), (iv) such Tenant has not asserted in writing any counterclaim or right of setoff under such modification) and Tenant Lease (or, if so, describing the date to which any rent and other charges have been paid in advancenature thereof), and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on (v) such Tenant has accepted the part of leased premises under such Tenant or specifying such defaults if they are claimedLease. It is intended In the event that any such certificate of either party Estoppel Certificates or Seller's Certificates reveal material differences from the matters set forth in the Tenant Leases delivered to Purchaser pursuant to Section 5.3 hereof or any default or right of setoff or counterclaim thereunder, which differences would materially and adversely affect a reasonable purchaser's decision whether or not to purchase the Property, then Purchaser may terminate this Paragraph 14 may be relied upon Contract by the other party and any prospective purchaser, ground delivery of written notice to Seller within five (5) days after receipt of such Seller's Certificates or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting partyEstoppel Certificates, in which events event the one time per year limitation Earnest Money Deposit shall not applybe rxxxxxxx to Purchaser and neither party shall have any further rights, liabilities or obligations hereunder, except for provisions of this Contract which by their terms expressly survive the termination of this Contract.

Estoppel Certificates. Tenant, at any time and from time Tenant agrees to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an execute such reasonable estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or certificates as may reasonably be required by any Mortgagee or Proposed Mortgagee of such persons. Landlord within twenty (20) days following written request therefor from Landlord, said mortgagee or said Proposed Mortgagee, including, without limitation, at any time least the following representations, provided that such representations are true and from time to time correct; (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect as written unmodified except as indicated in said certificate; (or, if modified, stating ii) that Tenant shall not consent to any modification of the nature terms of such modificationthis Lease without the prior written consent of said mortgagee or Proposed Mortgagee; (iii) and that Tenant accepted possession of the date to which any rent and other charges have been paid in advanceLeased Premises as of the Possession Date, and acknowledging indicating the agreed upon Possession Date; (iv) that there are not, to Landlordthe best of Tenant’s knowledge, any uncured defaults on all requirements of Landlord under the part Lease, including completion of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon the Leased Premises, have been satisfied by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate Landlord to the other more than one time per calendar year, unless such party satisfaction of Tenant; (v) that Landlord is not then in default under this Lease, and any and all prior defaults are thereby waived; (vi) that Tenant is not then in default under this Lease; (vii) the monthly Rental then being paid by Tenant and the date through which rental shall then have been paid; (viii) that Tenant has, at that time, no defense, charge, lien, claim or an event has occurred offset under this Lease or otherwise against the Rental, obligations or stipulations due or to become due or required of Tenant under this Lease; (ix) that with the giving of notice Tenant does not possess any right, title or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting partythe Premises or the real property on which the Premises are situated (except as Tenant under this Lease) evidenced by option, in which events contract, agreement or deed, for the one time per year limitation shall not applypurchase.

Estoppel Certificates. TenantWithin fifteen (15) days after any request by Landlord therefor, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge Tenant shall execute and deliver to Landlord andan estoppel certificate, at Landlord’s request, in form and substance reasonably satisfactory to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing addressed to Landlord or such information Persons as is customary or as Landlord may reasonably be required by any of such persons. Landlorddesignate, at any time and from time to time certifying: (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if that the same is in full force and effect as modified, and stating the nature of such modificationmodifications); (b) as to the Term Commencement Date, the Rent Commencement Date and the date to which any rent Expiration Date and other charges have been paid in advance, and acknowledging that there are notno agreements with Landlord to extend or renew the Lease Term or to permit any holding over (or if there are any such agreements, describing them and specifying the periods of extension or renewal or holdover); (c) the amount of Rents payable hereunder and dates through which Rents have been paid; (d) as to whether, to Landlord’s knowledgethe knowledge of Tenant, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default in performance of any of its obligations under this Lease, or an and specifying each default of which Tenant has knowledge; (e) as to whether, to the knowledge of Tenant, any event has occurred that that, with the giving of notice or passage of time time, or both, would lead to constitute a default by Landlord under this Lease and, if such partyan event has occurred, specifying each such event; (f) as to whether Tenant is entitled to any abatement or refund of, or in connection with a potential sale credit or refinancing offset against, payment of Rents, and, if so, describing them; (g) that Tenant has no rights or options to purchase the Premises or the Building; (h) that Tenant is the only occupant of the Project Premises, or if there are other occupants, subtenants or assignees, the identity of such Persons; (i) as to whether Tenant has accepted possession of the Premises; and (j) any other matter Landlord may reasonably request. An estoppel certificate issued by Tenant pursuant to this Section 20.1 shall be a representation and warranty by Tenant that may be relied upon by Landlord and by others with whom Landlord may be dealing, without the necessity of independent investigation. If Tenant fails to execute and deliver an interest in Landlord requesting partyestoppel certificate within fifteen (15) days after a request therefor, in which events the one time per year limitation such failure shall not applyconstitute a default under this Lease.

Estoppel Certificates. Tenant, 21.01 Tenant agrees at any time and from time to time upon not less than twenty-five (but subject to the last sentence of this Paragraph 14), within ten (1025) business days from receipt of days' prior written notice from Landlord, will Landlord to execute, acknowledge and deliver to Landlord anda statement in writing addressed and certifying to Landlord, at Landlord’s requestor to the holder or assignee of any existing or prospective mortgage encumbering the Building or any part thereof (hereafter a "Mortgagee"), or to the lessor, or existing or prospective assignee of the lessor's position, under any existing or prospective ground lease of the land underlying the Building (hereafter a "Ground Lessor"), or to any prospective purchaserpurchaser of the land, ground improvements or underlying lessor or Mortgagee or any other party acquiring an interest in Landlordboth comprising the Building, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (oror if there have been modifications, if modified, that the same is in full force and effect as modified and stating the nature modifications); that Tenant has accepted possession of such modificationthe Premises, which are acceptable in all respects, and that any improvements required by the terms of this Lease to be made by Landlord have been completed (or have not been completed) and to the date satisfaction of Tenant; that Tenant is in full occupancy of the Premises; that no rent has been paid more than thirty (30) days in advance; that the first month's Base Rent has been paid; that Tenant is entitled to no free rent or other concessions except as stated in this Lease; that Tenant has not been notified of any previous assignment of Landlord's or any predecessor landlord's interest under this Lease; the dates to which any rent Base Rent, additional rental and other charges have been paid in advancepaid; that Tenant, and acknowledging that there are not, as of the date of such certificate to Landlord’s the best of its knowledge, has no charge, lien or claim of setoff under this Lease or otherwise against Base Rent, additional rental or other charges due or to become due under this Lease (or otherwise specifying the same as known to Tenant); and that to the best of its knowledge Landlord is not in default in performance of any uncured defaults covenant, agreement or condition contained in this Lease or any other matter relating to this Lease or the Premises or, if so, specifying each such default known to Tenant. In addition, in the event that such certificate is being given to any Mortgagee or Ground Lessor, such statement may contain any other provisions customarily required by such Mortgagee or Ground Lessor (provided no such provision shall materially and adversely affect the rights and benefits granted to Tenant pursuant to this Lease) including, without limitation, an agreement on the part of Tenant to furnish to such Mortgagee or specifying Ground Lessor, as applicable, written notice of any Landlord default and a opportunity for such defaults if they are claimedMortgagee or Ground Lessor to cure such default prior to Tenant being able to terminate this Lease as provided in Section 17.03. It is intended that any Any such certificate of either party statement delivered pursuant to this Paragraph 14 Section may be relied upon by the other party and Landlord or any prospective purchaser, ground or underlying lessor or Mortgagee, Ground Lessor or prospective purchaser to whom it is addressed and such other partystatement, if required by its addressee, may so specifically state. Neither party If Tenant does not execute, acknowledge and deliver to Landlord the statement as and when required herein, and such failure continues for five (5) days after written notice from Landlord, then such failure shall be required deemed to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to be a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not apply.Tenant beyond all cure periods. (See Insert 21.01 on Page 17A) ARTICLE XXII - ENTRY BY LANDLORD

Estoppel Certificates. Tenant, at any time 3.15.1 Sellers shall use commercially reasonable efforts to obtain and from time deliver to time (but subject to the last sentence of this Paragraph 14), within Buyer ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver prior to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, the Closing an estoppel certificate executed by, and dated no earlier than thirty (30) days before the Closing, (i) each of Tenant in the tenants (the “Required Tenants”) listed on Exhibit I-1, and (ii) a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any sufficient number of such persons. Landlord, other tenants at any time and from time the Properties so that estoppel certificates shall have been received pursuant to time clauses (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modificationi) and (ii) above with respect to tenants leasing at least eighty percent (80%) of the date to which any rent and other charges have been paid rentable area of each Constituent Property that is actually leased as of the Effective Date. Said certificates shall be substantially in advancethe form of the Estoppel Certificate attached hereto as Exhibit I-2, and acknowledging that there are notincorporated herein by this reference, to Landlord’s knowledgeor in the form prescribed by the terms of the Leases, any uncured defaults on as applicable (each, an “Estoppel Certificate” and, collectively, the part “Estoppel Certificates”). Sellers’ delivery of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered the Estoppel Certificates pursuant to this Paragraph 14 may be relied upon by Section 3.15 is a condition to Buyer’s obligation to close Escrow. Sellers’ sole obligation with respect to obtaining such Estoppel Certificates is limited to each Seller exercising commercially reasonable efforts to obtain same prior to the other party Closing, and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party no Seller shall be in default or breach under this Agreement if, after exercising commercially reasonable efforts to obtain any or all the Estoppel Certificates, Sellers fail to obtain all the required to provide an estoppel certificate Estoppel Certificates. Notwithstanding anything to the other more than one time per calendar yearcontrary, unless such party if an Estoppel Certificate is then in default under this Lease, or an event has occurred that with received from a tenant prior to the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing expiration of the Project or an interest Due Diligence Period and Buyer fails to deliver a Termination Notice pursuant to Section 3.6, then any such Estoppel Certificate so received shall be deemed acceptable to Buyer. As used in Landlord requesting partythis Section 3.15 and Section 3.16 below, in which events the one time per year limitation “commercially reasonable efforts” shall not applyinclude any obligation to institute or threaten legal proceedings, to declare or threaten to declare any person in default, to expend any monies or to cause any other person to do any of the same.

Estoppel Certificates. TenantTenant agrees, at any time and from time to time time, upon not less than five (but subject to the last sentence of this Paragraph 14), within ten (105) business days from receipt of prior written notice from by Landlord, will to execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant a statement in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time writing (but subject to the last sentence of this Paragraph 14), within ten (10i) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (effect, or, if there have been modifications, this Lease is in full force and effect as modified, and stating any such modifications; (ii) certifying that Tenant has accepted possession of the Premises, and that any improvements required by the terms of this Lease to be made by the Landlord have been completed to the satisfaction of the Tenant or if not the case, any discrepancies therefrom; (iii) stating that no rent under this Lease has been paid more than thirty (30) days in advance of its due date or if not the case, any discrepancies therefrom; (iv) stating the nature address to which notices to Tenant should be sent; (v) certifying that Tenant, as of such modification) and the date to which of any rent and such certification, has no charge, lien or claim of set-off under this Lease, or otherwise, against rents or other charges have been paid in advancedue or to become due hereunder or if not the case, any discrepancies therefrom, and acknowledging that there are (vi) stating whether or not, to Landlord’s the best of Tenant's knowledge, Landlord is in default in the performance of any uncured defaults on the part covenant, agreement or condition contained in this Lease, and, if so, specifying each such default of which Tenant or specifying may have knowledge and (vii) stating such defaults if they are claimedother matters as Landlord may reasonably request. It is intended that any Any such certificate of either party statement delivered pursuant to this Paragraph 14 hereto may be relied upon by Landlord, any owner of the other party and Building, any prospective purchaserpurchaser of the Building, ground any mortgagee or underlying lessor prospective mortgagee of the building or Mortgageeof Landlord's interest, or any prospective assignee of any such other partymortgagee. Neither party shall be required to provide an estoppel certificate to Provided Tenant has received written notice of the other more than one time per calendar yearmailing address of any mortgagee of Landlord, unless such party is then in default under Tenant further agrees that, from the date of execution of this Lease, it will not seek to terminate this Lease by reason of any act or an event has occurred that with omission of the Landlord, until the Tenant shall have given written notice of such act or omission to Landlord's mortgagee and until a reasonable period of time shall have elapsed following the giving of notice or passage such notice, during which period of time would lead to a default by such partyLandlord's mortgagee shall have the right, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation but shall not applybe obligated, to remedy such action or omission.

Estoppel Certificates. TenantPurchaser shall have received executed estoppel certificates dated after delivery of Purchaser’s notice to Seller to obtain such Estoppel Certificate (each such certificate, an “Estoppel Certificate”) from tenants occupying not less than eighty percent (80%) of the rentable square footage of the MOB, including, without limitation of the foregoing, an Estoppel Certificate from Xxxxx Healthcare Management, Inc. with respect to each of its Leases. Seller shall not request Estoppel Certificate from tenants until Purchaser delivers to Seller a written request to obtain such Estoppel Certificates. The Estoppel Certificates shall be in the form of Schedule 9.1.6 attached hereto and incorporated herein by reference (the “Form Estoppel Certificate”), provided that reasonable changes to the form of the same requested by Purchaser shall be incorporated if provided prior to the end of the Inspection Period. The Estoppel Certificates executed by tenants shall be in substantially the form of the Form Estoppel Certificate, except that any estoppel certificate shall be deemed an acceptable Estoppel Certificate if it contains all the information the tenant is required to give pursuant to its Lease. In the event that Seller is unable to provide to Purchaser the required Estoppel Certificates on or before Closing, Purchaser may either: (a) elect not to purchase the MOB Property by written notification to Seller, at which time this Agreement shall be null and void and neither party shall have any time and from time to time (but subject to further rights or obligations under this Agreement, except for the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification) and the date to which any rent indemnity obligations and other charges have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon obligations which by the other party and any prospective purchaser, ground express terms hereof survive termination; or underlying lessor or Mortgagee, or such other party. Neither party shall be (b) elect to purchase the MOB Property notwithstanding Purchaser’s failure to receive the required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting partyEstoppel Certificates, in which events event Purchaser shall be deemed to have waived the one time per year limitation condition contained in this Section 9.1.5 (and Purchaser’s failure to elect option (a) above in writing prior to Closing shall not applybe deemed an election of this option (b)). Further Seller shall request a subordination, non-disturbance and attornment agreement from any tenants required by Purchaser’s lender; provided, however that, following the expiration of the Inspection Period, Purchaser shall have the right and responsibility to reasonably pursue execution and delivery of such subordination, non-disturbance and attornment agreements from such tenants.

Estoppel Certificates. Tenant, at any time and from From time to time (but subject time, each party hereto shall furnish to the last sentence of this Paragraph 14)requesting party and/or any third party designated by the other party hereto, within ten (10) 10 business days from receipt after the requesting party hereto has made a request therefor, a certificate signed by the responding party hereto confirming and containing such factual certifications and representations as to this Lease as the requesting party hereto may reasonably request. Unless otherwise required by Landlord’s Mortgagee or a prospective purchaser or mortgagee of written notice from Landlord’s interest in this Lease and its estate hereunder in the Property, will executethe initial form of estoppel certificate to be signed by Tenant is attached hereto as Exhibit C; provided, acknowledge and however, the factual statements contained therein may be amended or modified to the extent any of the certifications or representations contained therein are not true as of the date Tenant executes the same. If the responding party hereto does not deliver to Landlord andthe requesting party hereto the certificate signed by such responding party within such required time period, at Landlord’s request, to the requesting party hereto and any prospective purchaserpurchaser or prospective or current mortgagee, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time conclusively presume and from time to time rely upon the following facts: (but subject to the last sentence of this Paragraph 14), within ten (10a) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord certifying that this Lease is unmodified and in full force and effect effect; (or, if modified, stating b) the nature terms and provisions of such modificationthis Lease have not been changed except as otherwise represented by the requesting party hereto; (c) and the date to which any rent not more than one quarterly installment of Base Rent and other charges have been paid in advance, and acknowledging that ; (d) there are not, no claims against the requesting party hereto nor any defenses or rights of offset against collection of Rent or other charges except in the event that Landlord fails to pay “Base Rent” under the Ground Lease to Ground Lessor and Tenant pays such Base Rent to Ground Lessor to cure such failure by Landlord’s knowledge, any uncured defaults on ; and (e) the part of Tenant or specifying such defaults if they are claimed. It requesting party hereto is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then not in default under this Lease. In such event, or an event has occurred the party hereto that with should have responded to such request shall be estopped from denying the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing truth of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applypresumed facts.

Estoppel Certificates. Tenant, at any time Tenant covenants and from time agrees to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord, will execute, --------------------------- acknowledge and deliver to Landlord andLandlord, at upon Landlord’s 's written request, to any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Tenant, will execute and deliver to Tenant an estoppel certificate of Landlord Estoppel Certificate certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modificationmodifications) and in full force and effect; stating the date dates to which any rent Basic Rent has been paid, stating the amount of the Security Deposit held by Landlord; stating the amount of the Monthly Deposits held by Landlord for the then tax and other charges have been paid in advance, insurance year; and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant stating whether or specifying such defaults if they are claimed. It not Landlord is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease (and, if so, specifying the nature of the default); and stating such other matters concerning this Lease as Landlord may reasonably request, including but not limited to, the form of Estoppel Certificate attached hereto as Exhibit G. Tenant agrees that such statement may be delivered to and relied upon by any existing or prospective mortgagee or purchaser of the Property. Tenant agrees that a failure to deliver such a statement within ten (10) FIFTEEN (15) days after written request from Landlord shall be conclusive upon Tenant that this Lease is in full force and effect without modification except as may be represented by Landlord; that there are no uncured defaults by Landlord under this Lease; and that any representation by Landlord with respect to Basic Rent, the Security Deposit and Monthly Deposits are true. In the event Tenant requests any changes or an event has occurred that with revisions to any such Estoppel Certificate, OTHER THAN CHANGES NECESSARY TO MAKE THE STATEMENTS CONTAINED IN SUCH CERTIFICATE ACCURATE, Tenant shall pay to Landlord, within ten (10) days after demand by Landlord, the giving reasonable costs and expenses of notice or passage of time would lead to a default by such party, or Landlord in connection with a potential sale or refinancing the negotiation, drafting and revision of the Project or an interest in Landlord requesting partysuch Estoppel Certificate, in which events the one time per year limitation shall not applyincluding REASONABLE attorneys' fees.

Estoppel Certificates. Tenant, at At any time and from time to time (but subject to the last sentence of this Paragraph 14), within on not less than ten (10) business days from receipt of written notice from Landlorddays’ prior request by Landlord or Tenant as appropriate), Landlord or Tenant, as appropriate, will execute, acknowledge and deliver to Landlord and, at Landlord’s request, to any prospective purchaser, ground the other a certificate substantially in the form of Exhibit “F” attached hereto or underlying lessor or Mortgagee or any such other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. Landlord, at any time and from time to time (but subject to the last sentence of this Paragraph 14), within ten (10) business days from receipt of written notice from Landlord or Tenant, will execute Landlord’s lender or any prospective purchaser of all or any portion of the Project, certifying any or all of the following: (a) the Commencement Date and deliver to Tenant an estoppel certificate of Landlord certifying Expiration Date; (b) that this Lease is unmodified and in full force and effect (or, if there have been modifications, that this Lease is in full force and effect, as modified, and stating the date and nature of such each modification); (c) the date, if any, through which Base Rent, Additional Rent and the date to which any rent and other charges Rent payable have been paid paid; (d) that no default by Landlord or Tenant exists which has not been cured, except as to defaults stated in advancesuch certificate; (e) that Tenant has no existing defenses or set-offs to enforcement of this Lease, except as specifically stated in such certificate; (f) provided such events have occurred, that Tenant has accepted the Premises and that all improvements required to be made to the Premises by Landlord have been completed according to this Lease; (g) that, except as specifically stated in such certificate, Tenant, and acknowledging that there are notonly Tenant, to Landlord’s knowledge, any uncured defaults on currently occupies the part of Tenant or specifying Premises; and (h) such defaults if they are claimedother matters as may be reasonably requested. It is intended that any Any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party Landlord or Tenant and any prospective purchaserpurchaser or present or prospective mortgagee, deed of trust beneficiary or ground lessor of all or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing portion of the Building and/or Project or Tenant. Landlord’s or Tenant’s (as appropriate), failure to deliver such certificate within such time, and if such failure continues for another five (5) business days after receipt of an interest additional notice warning Tenant or Landlord, as appropriate, of the consequences set forth in Landlord requesting partythis Section 16, will be deemed to establish conclusively that this Lease is in which events full force and effect and that the one time per year limitation shall not applystatements set forth in Landlord’s or Tenant’s, as applicable, proposed certificate are true, accurate, and correct.

Estoppel Certificates. TenantTenant and Subtenant covenant and agree, at any time and from time to time time, as reasonably requested by Landlord (but subject to the last sentence of this Paragraph 14not more frequently than twice in any calendar year), within upon not less than ten (10) business days from receipt of written notice from Landlorddays’ prior notice, will to execute, acknowledge and deliver to Landlord a statement in writing certifying that the Lease and/or the Sublease, as applicable, is in full force and effect and unmodified (or if there have been modifications, that the same are in full force and effect, if such be the case, and stating the date of each such modification), certifying the dates to which the base rent and additional rent and other charges, if any, have been paid, stating whether or not, to the knowledge of the Tenant or Subtenant (as the case may be), the other party is in default in performance of any of its obligations under the Lease and/or Sublease, as applicable, and, at Landlord’s if so, specifying each such default and such other matter relating to the Lease and/or the Sublease as Landlord may reasonably request, to it being intended that any prospective purchaser, ground or underlying lessor or Mortgagee or any other party acquiring an interest in Landlord, an estoppel certificate of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”such statement delivered pursuant hereto may be relied upon by others with whom Landlord may be dealing. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. containing such information as is customary or as may reasonably be required by any of such persons. LandlordLandlord covenants and agrees, at any time and from time to time time, as reasonably requested by Tenant or Subtenant (but subject to the last sentence of this Paragraph 14not more frequently than twice in any calendar year), within upon not less than ten (10) business days from receipt of written notice from Tenantdays’ prior notice, will execute to execute, acknowledge and deliver to Tenant an estoppel certificate of Landlord and Subtenant a statement in writing certifying that this the Lease is unmodified and in full force and effect and unmodified (oror if there have been modifications, that the same are in full force and effect, if modifiedsuch be the case, and stating the nature date of each such modification) and ), certifying the date dates to which any the base rent and additional rent and other charges charges, if any, have been paid in advancepaid, and acknowledging that there are stating whether or not, to the knowledge of Landlord’s knowledge, Tenant is in default in performance of any uncured defaults on of its obligations under the part of Tenant or Lease and, if so, specifying each such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party default and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate matter relating to the other more than one time per calendar year, unless such party is then in default under this Lease, or an event has occurred that with the giving of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of the Project or an interest in Landlord requesting party, in which events the one time per year limitation shall not applyLease as Tenant and/or Subtenant may reasonably request.

Estoppel Certificates. Tenant, at any time and from time to time (but subject Receipt of estoppel certificates dated not more than 30 days prior to the last sentence of this Paragraph 14Closing Date from (i) tenants listed on Exhibit "C-1" attached hereto and made a part hereof (the "Required Tenants"), within ten and (10ii) business days from receipt a sufficient number of written notice the balance of the tenants at the Property so that estoppel certificates shall be received under clauses (i) and (ii) hereof with respect to not less than 85% of the gross leasable area, in the aggregate, covered by leases at the Property in effect as of the date hereof, is a condition precedent to Buyer's obligation to purchase the Property hereunder. The estoppel certificates to be obtained from Landlordeach tenant shall be substantially in the form of Exhibit "C-2" attached hereto and made a part hereof; provided, will executehowever, acknowledge and deliver to Landlord and, at Landlord’s request, (i) with respect to any prospective purchasermajor national tenant, ground or underlying lessor or Mortgagee or any other party acquiring an interest the applicable estoppel certificate may be in Landlordthe standard form otherwise required by such entity so long as the information therein does not then materially conflict with the List of Leases, and (ii) if the applicable tenant lease limits the information required to be certified by the tenant, then an estoppel certificate setting forth only such required information shall be deemed acceptable so long as the information therein does not then materially conflict with the List of Tenant in a form CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”Leases. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933Seller's sole obligation hereunder shall be to utilize reasonable efforts to obtain such estoppel certificates (such reasonable efforts obligation not including any obligation to institute legal proceedings or to expend any monies therefor, other than for minor administrative charges incurred by Seller). containing Buyer shall have the option to waive the condition precedent set forth herein by notice to Seller (whereupon such information as is customary or as may reasonably condition will be required by any of such personsdeemed satisfied). Landlord, at any time and from time to time (but subject In the event that prior to the last sentence of this Paragraph 14Closing Date such condition is not satisfied (or waived as aforesaid), within ten (10) business days from receipt the obligations of written notice from TenantSeller to sell, will execute and deliver Buyer to Tenant purchase, the Property hereunder shall terminate, and the Escrow Deposit shall be returned to Buyer. In addition, Seller shall deliver, and it shall be a condition precedent to Buyer's obligation to close hereunder that, as of the Closing Date, Buyer shall have received an estoppel certificate of Landlord addressed to Buyer from Seller with respect to those tenants which fail to deliver tenant estoppel certificates ("Seller's Estoppel Certificates") certifying or noting any exceptions to the following: that this Lease the applicable lease is unmodified and in full force and effect (oreffect, if modified, stating that a true and complete copy of the nature applicable lease is attached to the applicable Seller's Estoppel Certificate; that neither the tenant nor the landlord under the applicable lease is in default thereunder; that the Seller's Estoppel Certificate states the present amount of such modification) annual base rent being paid by the tenant under the applicable lease and the date to which any rent commencement and other charges termination dates under the applicable lease; that no prepayments of rentals due under the applicable lease have been paid in advance, and acknowledging that there are not, to Landlord’s knowledge, any uncured defaults on the part of Tenant or specifying such defaults if they are claimed. It is intended that any such certificate of either party delivered pursuant to this Paragraph 14 may be relied upon by the other party and any prospective purchaser, ground or underlying lessor or Mortgagee, or such other party. Neither party shall be required to provide an estoppel certificate to the other made more than one (1) month in advance; that all items required to have been constructed or installed by landlord under the applicable lease have been completed in accordance with any applicable plans and specifications and within the time per calendar yearperiods set forth in the applicable lease; that, unless such party is then to Seller's knowledge, the applicable tenant has not assigned, sublet or transferred its interest in default the applicable lease or the premises covered thereunder; and that, to Seller's knowledge, the applicable tenant has no defense or offset against the landlord under this Leasethe applicable lease; provided, however, that in no event shall Seller be obligated to deliver Seller's Estoppel Certificates (x) with respect to leases covering more than 20% of the gross leasable area, in the aggregate, as of the date hereof, or (y) with respect to Michael's of Aurora lease. A Seller's Estoppel Certificate shall be of no further force and effect as to any tenant which delivers an event has occurred that Tenant Estoppel Certificate subsequent to Seller's delivery of the Seller's Estoppel Certificates to Buyer, provided such Tenant Estoppel Certificate is consistent in all material respects with the giving information with respect to such tenant contained in the applicable Seller's Estoppel Certificate previously delivered to Buyer and the "List of notice or passage of time would lead to a default by such party, or in connection with a potential sale or refinancing of Leases" (as hereinafter defined). Notwithstanding the Project or an interest in Landlord requesting partyforegoing, in which events the one time per year limitation event that Buyer's lender requires additional estoppel certificates and/or subordination agreements, Seller will reasonably cooperate with Buyer and reasonably attempt to secure the same from the tenants at the Property; provided, however, that such reasonable efforts obligation does not include any obligation to institute legal proceedings or to expend any monies therefor; and provided further, however, that receipt by Buyer or its lender of such additional estoppel certificates and/or subordination agreements shall not applyin no event be a condition precedent to Buyer's obligation to close the transactions contemplated hereunder.