Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 6 contracts
Samples: Work Letter Agreement (MPG Office Trust, Inc.), Loan Agreement (Maguire Properties Inc), Loan Agreement (Maguire Properties Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll or the accounts receivable aging report for the Property Property, in each case, delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) the Leases are valid and enforceable against Borrower and the Tenants set forth therein; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 4 contracts
Samples: Loan Agreement (Independence Realty Trust, Inc), Loan Agreement (Independence Realty Trust, Inc), Loan Agreement (Independence Realty Trust, Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed and paid for in full , the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced been made in full; (j) to the payment knowledge of rent under the Leases and Borrower, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 3 contracts
Samples: Loan Agreement (Clipper Realty Inc.), Loan Agreement (Clipper Realty Inc.), Loan Agreement (Clipper Realty Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to and approved by Lender (the Property (a “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of each Individual Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy or insolvency proceeding.
Appears in 3 contracts
Samples: Loan Agreement (American Realty Capital Trust III, Inc.), Loan Agreement (American Realty Capital Trust III, Inc.), Loan Agreement (American Realty Capital Trust III, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth disclosed in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior in connection with the closing of the Loan and except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Closing Date: closing of the Loan (the “Rent Roll”), (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) except as set forth on Schedule XXXII, no party under any Lease is in monetary default or material non-monetary default; (e) except as set forth on Schedule XXXII, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) except as set forth on Schedule XXVI hereto, the terms of all alterations, modifications and amendments to the Leases are reflected in the rent roll delivered to Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Mortgage Loan Documents; (h) except as set forth on Schedule XXXII, none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule XXXII, the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under neither Borrower nor Mortgage Borrower has received notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by excluding the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the validGround Leases, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) except as set forth on Schedule XXXII, no Lease contains an option to purchase any Individual Property (or any portion thereof) during the term of the Loan or any other similar provision; (o) except as set forth on Schedule XXXII, no Person (other than Resident Payors) has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Lease (other than Subleases and other subleases); (p) all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) except as set forth on Schedule XXXII, no brokerage commissions or finders fees are due and payable regarding any Lease; (r) except as set forth on Schedule XXXII and except with respect to the Medical Office Buildings, each Tenant is in actual, physical occupancy of the premises demised under its Lease; (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) except with respect to the Medical Office Buildings, no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Mezzanine a Loan Agreement (Northstar Realty Finance Corp.), Mezzanine a Loan Agreement (NorthStar Healthcare Income, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the certified rent roll for the Property delivered to Administrative Agent in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll “unpaid charge” (as same has been updated by written notice thereof to Lenderi.e. ageing reports) and in the operating statements and management summaries delivered to Administrative Agent in connection with the closing of the Loan, or in the Tenant estoppel certificates delivered by Tenants to Lender on in connection with the closing of the Loan or prior to the Closing Date: as disclosed in Schedule VII, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Borrower is a party are valid and enforceable and in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases to which Borrower is a party are arms-length agreements with third parties not Controlled by Borrower; (d) neither Borrower nor, to Borrower’s knowledge, any other party under any Lease to which Borrower is a party is in monetary or material non-monetary default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) there are no subleases at the Property with any Affiliate of Borrower; (g) none of the Rents reserved in the Leases to which Borrower is a party are subject to any assignment, pledge or hypothecation, except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed Rent collected in advance); (i) the premises demised under the Leases have been completed and (to the extent Borrower, as landlord, is required to complete the same), all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no outstanding monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Leasecopies of the Leases provided to Administrative Agent are true, correct and complete copies of such Leases; (hm) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding are valid and enforceable obligation of against Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasestherein; (kn) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or a Permitted Encumbrance; (p) all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are currently due and payable regarding any Lease; (r) each Tenant under a Major Lease is in actual, physical occupancy of the premises demised under its Lease; (s) to Borrower’s knowledge, there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the terms of such Lease, such as a Lease; (l) none co-tenancy provision. Prior to the Closing Date, Borrower has requested Tenant estoppel certificates from each Tenant. Borrower has made available to Administrative Agent true and correct copies of the all Leases contains any option or offer in effect with respect to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents that have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and requested by Administrative Agent (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableany).
Appears in 2 contracts
Samples: Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.), Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth disclosed in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior in connection with the closing of the Loan and except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Closing Date: closing of the Loan (the “Rent Roll”), (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) except as set forth on Schedule XXXII, no party under any Lease is in monetary default or material non-monetary default; (e) except as set forth on Schedule XXXII, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) except as set forth on Schedule XXVI hereto, the terms of all alterations, modifications and amendments to the Leases are reflected in the rent roll delivered to Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Mortgage Loan Documents; (h) except as set forth on Schedule XXXII, none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule XXXII, the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount none of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower, Mezzanine A Borrower or Manager received, by in-person, Mortgage Borrower has received notice from any Tenant challenging the validity or e-mail (with respect to Major Leases only) communication to an authorized representative enforceability of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by excluding the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the validGround Leases, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) except as set forth on Schedule XXXII, no Lease contains an option to purchase any Individual Property (or any portion thereof) during the term of the Loan or any other similar provision; (o) except as set forth on Schedule XXXII, no Person (other than Resident Payors) has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Lease (other than Subleases and other subleases); (p) all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) except as set forth on Schedule XXXII, no brokerage commissions or finders fees are due and payable regarding any Lease; (r) except as set forth on Schedule XXXII and except with respect to the Medical Office Buildings, each Tenant is in actual, physical occupancy of the premises demised under its Lease; (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) except with respect to the Medical Office Buildings, no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Mezzanine B Loan Agreement (Northstar Realty Finance Corp.), Mezzanine B Loan Agreement (NorthStar Healthcare Income, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Property. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no substantial portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower's knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) to Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with between the Borrower and Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease or the Permitted Encumbrances; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofthereof (except as may be required by any applicable Legal Requirements); and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and and, to Borrower's knowledge, no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant . Lender hereby recognizes that in addition to the provision Leases, the relationship between the Borrower and the Tenants of a Parcel may be governed by the terms of an agreement between the Borrower (or its Lease, if applicablepredecessor in interest) and the homeowners association established by the Tenants of such Parcel and the prospectus for such Parcel filed with the State where such Parcel is located.
Appears in 2 contracts
Samples: Loan Agreement (Sun Communities Inc), Loan Agreement (Sun Communities Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Borrower nor Mortgage Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, received any notice from any Tenant challenging the validity or enforceability of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at any Individual Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedto Borrower’s knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) to Borrower’s knowledge, no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Mezzanine a Loan Agreement (Morgans Hotel Group Co.), Mezzanine B Loan Agreement (Morgans Hotel Group Co.)
Leases and Rent Roll. To Borrowerthe best of Seller’s actual knowledge, Borrower has delivered the Rent Roll provided to Lender a true, correct and complete rent roll for Buyer as part of the Property (a “Rent Roll”) which includes all Information contains no material misstatement or inaccuracy. The Leases affecting provided to Buyer as part of the Property (including schedules for all executed Information are true and correct copies thereof and such Leases for Tenants have not yet in occupancy been amended or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, modified except as set forth in the Rent Roll (documents provided to Seller as part of the Property Information. The Leases set forth the entire agreement between the landlord and tenant respecting the premises affected thereby. There are no Leases in effect which have not been disclosed by Seller to Buyer. Seller has no knowledge of any oral agreements with respect to the occupancy of the Property. Seller is the “Landlord” or “Lessor” under the Leases and has full power and authority to assign the same to Buyer. Except as pledged to Lender pursuant to the Loan, Seller has been updated by not previously assigned, pledged, transferred, hypothecated or conveyed the Leases or any interest therein. Seller has not received written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior of any uncured event of default with respect to the Closing Date: (a) each Lease performance of any of its obligations under the Leases. Each of the Leases is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsetseffect and, claims or defenses to the enforcement thereofSeller’s knowledge, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim monetary or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material non-monetary default against the landlord under any Lease which remains outstanding by the landlord thereunder, nor has Borrower an event occurred which with the giving of notice or Manager receivedthe passage of time or both would result in a default thereunder by the landlord thereunder. To Seller’s knowledge, by in-person, no valid claims or e-mail (rights of offset exist with respect to Major Leases onlythe Leases. To Seller’s knowledge, all of the work (including all tenant improvements) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default be constructed and installed by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth landlord in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” leased premises pursuant to the provision of its Lease, if applicableLeases is complete and fully paid for and/or will be complete and fully paid for on or before the Closing.
Appears in 2 contracts
Samples: Assignment and Assumption Of (Excel Trust, Inc.), Assignment and Assumption Of (Excel Trust, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Except as set forth in the rent roll for the Property which has been certified by Borrower has delivered to Lender a as true, correct and complete rent roll for and delivered to Lender in connection with the Property closing of the Loan (a “the "Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred"). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and any tenant estoppel certificates delivered to Lender on or prior to the Closing DateDate or as set forth on Schedule 4.25 attached hereto: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed completed, all alterations or other work required to be performed on the part of Borrower has been completed, and the Tenants under the Leases have accepted possession of, are in physical occupancy of and are have commenced operations in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager (if any) received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower's knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) to Borrower's knowledge after due inquiry, no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase or lease the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist or events have occurred which now give any Tenant or party the right to “cease operations at its leased premises (i.e., "go dark” "), terminate its Lease or pay reduced Rent pursuant to the provision provisions of its Lease. Borrower represents that it has heretofore delivered to Lender true, if applicablecorrect and complete copies of all Leases and any and all amendments or modifications thereof.
Appears in 2 contracts
Samples: Loan Agreement (MVP REIT, Inc.), Loan Agreement (MVP REIT II, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property as of the Closing Date (a “Rent Roll”) which includes a listing of (i) all Leases affecting the each Individual Property and (ii) all subleases or other agreements (whether written or oral) pursuant to which any Operating Lessee subleases or otherwise permits a third party to sublease, occupy or otherwise use all or any portion of any Individual Property (including schedules for all executed Leases for Tenants agreements with third parties not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and or estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease (including each Operating Lease) is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases (including under the Operating Leases) have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fd) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Leaseoutstanding; (g) to Borrower’s knowledge there is no present material default by the any Tenant under any Lease (including under any Operating Lease); (h) all security deposits under the Leases Leases, if any, have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease (including each Operating Lease); (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder (subject to applicable bankruptcy, insolvency and similar laws affecting rights of creditors generally, and subject as to enforceability, to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law)) and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof as of the date hereof except under as specifically disclosed in the terms of a LeaseRent Roll; (l) none of the Leases (including the Operating Leases) contains any option or offer to purchase or right of first refusal to purchase the related Individual Property or any part thereof; and (m) neither the Leases (including the Operating Leases), nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any each Tenant or party the right as to “go dark” pursuant Properties subject to the provision of its applicable Operating Lease, if applicable.
Appears in 2 contracts
Samples: Loan Agreement (Bon Ton Stores Inc), Loan Agreement (Bon Ton Stores Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth disclosed in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior in connection with the closing of the Loan and except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Closing Date: closing of the Loan (the “Rent Roll”), (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlordlessor’s interest in each Leasethe Leases; (b) the Leases are valid and enforceable and in full force and effect; (c) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) except as set forth on Schedule XXXII, no party under any Lease is in monetary default or material non-monetary default; (e) except as set forth on Schedule XXXII, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) except as set forth on Schedule XXVI hereto, the terms of all alterations, modifications and amendments to the Leases are reflected in the rent roll delivered to Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) except as set forth on Schedule XXXII, none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule XXXII, the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have been made in full; (j) each Lease is there exist no offsets or defenses to the validpayment of any portion of the Rents and Borrower has no monetary obligation to any Tenant under any Lease; (k) Borrower has received no notice from any Tenant challenging the validity or enforceability of any Lease; (l) excluding the Ground Leases, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) except as set forth on Schedule XXXII, no Lease contains an option to purchase any Individual Property (or any portion thereof) during the term of the Loan or any other similar provision; (o) except as set forth on Schedule XXXII, no Person (other than Resident Payors) has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Lease (other than Subleases and other subleases); (p) all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) except as set forth on Schedule XXXII, no brokerage commissions or finders fees are due and payable regarding any Lease; (r) except as set forth on Schedule XXXII and except with respect to the Medical Office Buildings, each Tenant is in actual, physical occupancy of the premises demised under its Lease; (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) except with respect to the Medical Office Buildings, no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Loan Agreement (Northstar Realty Finance Corp.), Loan Agreement (NorthStar Healthcare Income, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan and attached hereto on Schedule IV hereto (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, and except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: Schedule V attached hereto, (a) each Lease applicable Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default under any Lease beyond any applicable notice and cure periods set forth therein; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases have been disclosed to Lender in writing; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents of which Borrower has knowledge and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first offer to purchase or other similar provision that applies to a foreclosure of the Property, a deed-in-lieu of foreclosure with respect to the Property or any other exercise of Lender’s rights and remedies hereunder and under the other Loan Documents; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedto Borrower’s knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Loan Agreement (American Realty Capital New York City REIT, Inc.), Loan Agreement (American Realty Capital New York City REIT, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth disclosed in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior in connection with the closing of the Loan and except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Closing Date: closing of the Loan (the “Rent Roll”), (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) except as set forth on Schedule XXXII, no party under any Lease is in monetary default or material non-monetary default; (e) except as set forth on Schedule XXXII, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) except as set forth on Schedule XXVI hereto, the terms of all alterations, modifications and amendments to the Leases are reflected in the rent roll delivered to Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Mortgage Loan Documents; (h) except as set forth on Schedule XXXII, none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule XXXII, the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount none of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower, Mezzanine A Borrower, Mezzanine B Borrower or Manager received, by in-person, Mortgage Borrower has received notice from any Tenant challenging the validity or e-mail (with respect to Major Leases only) communication to an authorized representative enforceability of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by excluding the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the validGround Leases, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) except as set forth on Schedule XXXII, no Lease contains an option to purchase any Individual Property (or any portion thereof) during the term of the Loan or any other similar provision; (o) except as set forth on Schedule XXXII, no Person (other than Resident Payors) has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Lease (other than Subleases and other subleases); (p) all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) except as set forth on Schedule XXXII, no brokerage commissions or finders fees are due and payable regarding any Lease; (r) except as set forth on Schedule XXXII and except with respect to the Medical Office Buildings, each Tenant is in actual, physical occupancy of the premises demised under its Lease; (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) except with respect to the Medical Office Buildings, no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 2 contracts
Samples: Mezzanine C Loan Agreement (Northstar Realty Finance Corp.), Mezzanine C Loan Agreement (NorthStar Healthcare Income, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease, except as expressly contained therein; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) except as otherwise disclosed to Lender, no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no Person person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a LeaseLease or Permitted Encumbrance; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finder’s fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 2 contracts
Samples: Loan Agreement, Loan Agreement (Consolidated Tomoka Land Co)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Property. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, to Borrower’s knowledge there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) aside from receivables, all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance, except for (A) Rents aggregating in an amount equal to less than five percent (5.0%) of the Operating Income of the Property and (B) Rents collected with respect to recreational vehicle sites; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower’s knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Leaseoutstanding; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) to Borrower’s knowledge, each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with between the Borrower and Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease or the Permitted Encumbrances; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereofthereof (except as may be required by any applicable Legal Requirements); and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and and, to Borrower’s knowledge, no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 2 contracts
Samples: Loan Agreement (Sun Communities Inc), Loan Agreement (Sun Communities Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has Borrowers have delivered to Lender a true, correct and complete rent roll for the each Individual Property (each a “Rent Roll”) which includes all Leases affecting the each Individual Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the each Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and the related Borrower has no monetary obligations to any Tenant under any Lease; (d) all not more than five percent (5%) of the Tenants at any Individual Property has prepaid Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance and no Tenant at any Individual Property has prepaid Rent more than one (1) year in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has the related Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) there is no present material more than five percent (5%) of the Tenants at any Individual Property are in default by of the Tenant under any Leaserental payment; (h) all security deposits deposits, if any, under the Leases have been collected by the related Borrower; (i) the related Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of the related Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the related Individual Property or any portion thereof except under the terms of a Lease; (l1) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the related Individual Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 2 contracts
Samples: Loan Agreement (Extra Space Storage Inc.), Loan Agreement (Extra Space Storage Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete (a) Except as disclosed in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlordlessor’s interest in each the Leases; (ii) the Leases are valid and enforceable and in full force and effect; (iii) all of the Leases are arms-length agreements with bona fide, independent third parties; (iv) no party under any Lease is in default; (v) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (vi) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (vii) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (viii) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (ix) the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have been made in full; (xi) to the knowledge of Borrower, there exist no offsets or defenses to the payment of any portion of the Rents and Borrower has no monetary obligation to any Tenant under any Lease; (jxii) each Lease is Borrower has received no notice from any Tenant challenging the valid, binding and enforceable obligation validity or enforceability of Borrower and the applicable Tenant thereunder and any Lease; (xiii) there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kxiv) the Leases are valid and enforceable against Borrower and the Tenants set forth therein; (xv) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (xvi) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lxvii) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (xviii) no brokerage commissions or finders fees are due and payable regarding any Lease; (xix) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (mxx) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nxxi) no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the Closing Date, Borrower has (A) requested Tenant estoppel certificates from each non-residential Tenant and (B) received duly executed estoppel certificates from each non-residential Tenant. Prior to the Closing Date, Borrower has delivered to Lender Tenant Direction Notices (as defined in Section 9.2 hereof)) for each Tenant occupying space at the Property under a non residential Lease as of the date hereof to be held in escrow pursuant to the provision terms of its Lease, if applicableSection 9.1 hereof.
Appears in 2 contracts
Samples: Loan Agreement (Clipper Realty Inc.), Loan Agreement (Clipper Realty Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll rolls for the Property Properties (collectively, a “Rent Roll”"RENT ROLL") which includes all Leases consists of the Operating Lease affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Properties. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each the Operating Lease is in full force and effect; (b) the premises demised under the Leases Operating Lease have been completed and the Tenants under the Leases have Operating Lessee has accepted possession of and are is in occupancy of all of their respective the demised premises; (c) the Tenants under the Leases have Operating Lessee has commenced the payment of rent under the Leases and Operating Lease, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to the Operating Lessee or any Tenant under any Leaseother Tenant; (d) all Rents due and payable under the Leases Operating Lease have been paid and and, no portion thereof has been paid for any period more than thirty ninety (3090) days in advance; (e) the rent payable under each the Operating Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant Operating Lessee thereunder for an offset or adjustment to the rent; (f) no Tenant the Operating Lessee has not made any written claim of a material default against the landlord under any the Operating Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any the Operating Lease; (g) to Borrower's knowledge there is no present material default by the Tenant Operating Lessee under any the Operating Lease; (h) all security deposits under the Leases Operating Lease have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each the Operating Lease; (j) each the Operating Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder Operating Lessee and there are no agreements with the Tenants under the Leases Operating Lessee other than as expressly set forth in the LeasesOperating Lease; (k) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of the Operating Lease or pursuant to a Lease; (l) none of the Leases contains any option sublease, license or offer to purchase concession agreement with Operating Lessee or right of first refusal to purchase the Property or any part a subtenant thereof; and (m1) neither the Leases Operating Lease nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants Operating Lessee thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 2 contracts
Samples: Loan Agreement (Corporate Property Associates 15 Inc), Loan Agreement (Corporate Property Associates 16 Global Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the each Individual Property (each a “Rent Roll”) which includes all Leases affecting the each Individual Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the each Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all not more than five percent (5%) of the Tenants at any Individual Property has prepaid Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance and no Tenant at any Individual Property has prepaid Rent more than one (1) year in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) there is no present material more than five percent (5%) of the Tenants at any Individual Property are in default by of the Tenant under any Leaserental payment; (h) all security deposits deposits, if any, under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the related Individual Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the related Individual Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Leases that are -------------------- delivered to Lender a the Company pursuant to this Agreement are true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Property (Properties owned by such Contributor or Title Holding Entity including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)amendments and guarantees. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on the Company and the Partnership as of the date hereof), and updates thereof delivered to the Company and the Partnership pursuant to this Agreement, there are no material leasing or other fees or commissions due, nor will any become due, pursuant to the terms of any Lease or any renewal or extension or expansion of any Lease, and no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the procuring of tenants which are due and payable prior to the Closing Date: (a) each Lease is Date other than commissions set forth in full force the commission schedule contemplated in Section 11.3 which may become due by reason of renewals of existing Leases. To ------------ such Contributor's or Title Holding Entity's knowledge, except as disclosed in the Rent Roll and effect; (b) updates thereof delivered to the premises demised Company and the Partnership pursuant to this Agreement, no tenants have asserted in writing that there are any defenses or offsets to rent accruing after the Closing Date and no material default or breach exists on the part of any tenant. Such Contributor or Title Holding Entity has not received any notice of any default or breach on the part of the landlord under any Lease, nor, to such Contributor's or Title Holding Entity's knowledge, does there exist any such default or breach on the part of the landlord. Except as set forth in the Rent Roll, and updates thereof delivered to the Company and the Partnership pursuant to this Agreement, all of the landlord's obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases through the date of this Agreement have been completed paid and performed in full and all concessions (other than any unexpired rent abatement set forth in the Tenants under Leases) from the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable landlord under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days performed in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablefull.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has Borrowers have delivered to Lender a true, correct and complete rent roll for the each Collateral Property (a “each a, "Rent Roll”) "), which includes all Leases affecting the each Collateral Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) Rolls and estoppel certificates delivered to Lender on or prior to the Closing DateDate for the applicable Collateral Property: (ai) to the best of each Borrower's knowledge, each Lease is in full force and effect; (bii) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases , have commenced the payment of rent under the Leases and Leases, and, to the best of each Borrower's knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (diii) to the best of each Borrower's knowledge, all Rents rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (eiv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to the best of each Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fv) to the best of each Borrower's knowledge, no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor nor, to the best of each Borrower's knowledge, has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, received any notice of a material default under any Lease; (gvi) to the best of each Borrower's knowledge, there is no present material default by the Tenant under any Lease; (hvii) all no Borrower holds any security deposits under the Leases have been collected by BorrowerLeases; (iviii) a Borrower is the sole owner of the entire landlord’s lessor's or sublessor's interest in each Lease; (jix) to the best of each Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of a Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasesthereunder; (kx) to the best of each Borrower's knowledge, no Person has any possessory interest in, or right to occupy, the any Collateral Property or any portion thereof except under the terms of a Lease; and (lxi) none Borrower has not received any written notice of default on the part of Landlord under any Lease. Notwithstanding the foregoing, the breach of any of the representations contained in the preceding sentence shall not constitute an Event of Default provided that (i) the relevant Lease is not a Material Lease and (ii) the facts resulting in such breach do not, after taking into account all other facts resulting in other breaches of the representations contained in the preceding sentence, do not have a material adverse affect on the value, Net Operating Income, use or operation of any Collateral Property. None of the Leases contains any option or offer to purchase or right of first refusal to purchase the any Collateral Property or any part thereof; (m) neither . Neither the Leases nor the Rents have been assigned, assigned or pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth on Schedule XIII, and except as disclosed in the Rent Roll (as same has been updated by written notice thereof Tenant estoppel certificates provided or made available to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: , (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease (x) to Borrower’s actual knowledge is in material non-monetary default or (y) monetary default, in each case, beyond any applicable notice and cure periods; (e) all Rents due have been paid in full and no Tenant is in arrears beyond any applicable notice and cure period in its payment of regularly recurring Rent; (f) the terms of all material alterations, modifications and amendments to the Leases are reflected in the Rent Roll delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (other than to Mortgage Lender); (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule X, the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed and in all material respects, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced been made in full, and Schedule X sets forth (1) a true, correct and complete list of all landlord work and/or tenant allowances that are currently outstanding and (2) property expansions that are or may be required to be completed by Borrower at the payment sole option of rent under Tenant with no further agreement on the Leases and part of Borrower; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents (except for any Rents that have been prepaid) and except as set forth on Schedule X attached hereto and for the return of security deposits in accordance with the terms of any applicable Lease, and none of Borrower, Mezzanine A Borrower or Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof none of Borrower, Mezzanine A Borrower or Mortgage Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made received any written claim notice from any Tenant challenging the validity or enforceability of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) except as set forth on Schedule XIV, no Lease contains an option to purchase all or any portion of the applicable Property or right of first refusal to purchase all or any portion of the applicable Property, and with respect to each item listed on Schedule XIV, no such option to purchase or right of first refusal to purchase all or any portion of the applicable Property is applicable in connection with a foreclosure of the applicable Security Instrument, the Pledge Agreement or the Mezzanine A Pledge Agreement or other exercise of remedies under the Loan Documents, Mortgage Loan Documents or Mezzanine A Loan Documents; (o) none of Borrower, Mezzanine A Borrower or Mortgage Borrower has granted to any Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) intentionally omitted; (r) to Borrower’s actual knowledge, each Tenant is in actual, physical occupancy of the Leases contains premises demised under its Lease (other than any option such Tenant that is not in actual, physical occupancy of such premises as a result of any legal requirement prohibiting or offer limiting such occupancy, including without limitation, any local government orders or directives relating to purchase or right “shelter-in-place,” “stay-at-home” and essential businesses, provided such Tenant is continuing to pay full rent and otherwise complying with the terms and conditions of first refusal to purchase the Property or any part thereofits Lease); (ms) neither the Leases nor the Rents have been assignedto Borrower’s actual knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) to Borrower’s actual knowledge, no conditions exist which now give event has occurred giving any Tenant or party the right to “go dark” pursuant terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision of its LeaseClosing Date, if applicableBorrower, Mezzanine A Borrower or Mortgage Borrower has requested Tenant estoppel certificates from each Tenant.
Appears in 1 contract
Samples: Mezzanine B Loan Agreement (Industrial Logistics Properties Trust)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except pursuant to the Loan Documents; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed (other than work described in the Fifth Amendment to Lease or relating to the Mandatory Expansion Space) and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements between Borrower or Manager with the Tenants under the Leases with respect to the Property, other than as expressly set forth in the Leaseseach Lease; (kl) the Leases are valid and enforceable against Borrower and, to Borrower’s knowledge, the Tenants set forth therein; (m) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision that is still in effect; (n) to Borrower’s knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lo) none [Intentionally Omitted]; (p) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunderpremises demised under its Lease; and (ns) no conditions exist which now give Tenant is, to Borrower’s knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Lease, if applicablefederal bankruptcy or insolvency proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower Borrower, Manager or Manager Leasing Agent received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the each Individual Property (each a “Rent Roll”) which includes all Leases affecting the each Individual Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the each Rent Roll (as same has been updated by written notice thereof to Lender) and any (if any) estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no current or delinquent monetary obligations to any Tenant under any Lease; (d) all except with respect to that portion of the Rents due and payable by that certain Tenant known as Dynamic Systems (for which Rents have been paid in advance through August 2010), no portion of the Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty twelve (3012) days months in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) there is no present material more than five percent (5%) of the Tenants at any Individual Property are in default by of the Tenant under any Leaserental payment; (h) all security deposits deposits, if any, under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the related Individual Property or any portion thereof except under the terms of a Lease; (l1) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the related Individual Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge after due inquiry, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) except as set forth on Schedule VI hereto, no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no Person person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 1 contract
Samples: Loan Agreement (Inland Real Estate Income Trust, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the each Individual Property delivered to, certified to and approved by Lender in connection with the closing of the Loan and attached hereto on Schedule IX hereto (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, and except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: Schedule XV attached hereto, (a) each Lease applicable Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default under any Lease beyond any applicable notice and cure periods set forth therein; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases have been disclosed to Lender in writing; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents of which Borrower has knowledge and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first offer to purchase or other similar provision that applies to a foreclosure of any Individual Property, a deed-in-lieu of foreclosure with respect to any Individual Property or any other exercise of Lender’s rights and remedies hereunder and under the other Loan Documents; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedto Borrower’s knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to and approved by Administrative Agent (the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except pursuant to the Loan Documents; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements between Borrower or Manager with the Tenants under the Leases with respect to the Property other than as expressly set forth in the Leaseseach Lease; (kl) the Leases are valid and enforceable against Borrower and, to Borrower’s knowledge, the Tenants set forth therein; (m) except as set forth on Schedule VI, no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (n) to Borrower’s knowledge and except as set forth on Schedule VI, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lo) none [Intentionally omitted]; (p) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; premises demised under its Lease and (ns) no conditions exist which now give Tenant is, to Borrower’s knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Lease, if applicablefederal bankruptcy or insolvency proceeding.
Appears in 1 contract
Samples: Loan Agreement (Cole Credit Property Trust III, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) except for the Gaia International Lease, all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a 38 security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases as of the date hereof have been completed and the Tenants under the Leases as of the date hereof have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) as of the Tenants under the Leases have commenced the payment of rent under the Leases and date hereof, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements relating to the Property with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (ln) none as of the Leases contains date hereof, no Tenants have exercised any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) as of the date hereof, no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; (r) no Tenant has sublet any portion of the premises demised to such Tenant under its Lease or any portion thereof, if applicableexcept for that certain Sublease Agreement dated February 12, 2018, between Fit For Life NA, LLC, as sublandlord, and Valuation Connect, LLC, as subtenant; and (s) no Tenant is, to Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 1 contract
Samples: Loan Agreement (Gaia, Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll or lease summary in form acceptable to Lender for the each Property (a “Rent Roll”) which includes all Leases affecting the each Property (including including, but not limited to, the applicable Operating Lease and schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and neither Borrower nor to Borrower’s knowledge any Operating Lessee (with respect to any Lease other than the Operating Lease) has no any monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed or other rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower Borrower, or to Borrower’s knowledge Operating Lessee, Manager or any other Person involved in the operation and/or management of any Property received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the any Tenant under any Lease; (h) all security deposits under the Leases have been collected by BorrowerBorrower or the applicable Operating Lessee, as landlord thereunder; (i) Borrower is the sole owner of the entire landlord’s interest in each Operating Lease and the applicable Operating Lessee is the sole owner of the entire landlord’s interest in each other Lease (other than either Ground Lease); (j) each Operating Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other any Operating Lessee than as expressly set forth in the Operating Leases; (k) no Person (other than Manager) has any possessory interest in, or right to occupy, the any Property or any portion thereof except under the terms of a any Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the any Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (RFS Partnership Lp)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases (other than Short Term Leases) affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)) (a “Rent Roll”) . To Borrower’s actual knowledge, except Except as set forth in (i) the Rent Roll (as same has been updated by written notice thereof to Lender), (ii) Schedule 4.25 attached hereto and (iii) estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll or other documentation for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor's interest in the Leases; (b) the Leases are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower's knowledge, no party under any Lease is in default; (e) to the best of Borrower's knowledge, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except pursuant to the Loan Documents; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower's knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements between Borrower or Manager with the Tenants under the Leases with respect to the Property, other than as expressly set forth in the Leaseseach Lease; (kl) the Leases are valid and enforceable against Borrower and, to Borrower's knowledge, the Tenants set forth therein; (m) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision that is still in effect; (n) to Borrower's knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or the terms of a REA; (o) [Intentionally Omitted]; (p) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (lr) none each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunderpremises demised under its Lease; and (ns) no conditions exist which now give Tenant is, to Borrower's knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Lease, if applicablefederal bankruptcy or insolvency proceeding.
Appears in 1 contract
Samples: Loan Agreement (Cole Credit Property Trust Iv, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth on Schedule XIII, and except as disclosed in the Rent Roll (as same has been updated by written notice thereof Tenant estoppel certificates provided or made available to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: , (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease (x) to Borrower’s actual knowledge is in material non-monetary default or (y) monetary default, in each case, beyond any applicable notice and cure periods; (e) all Rents due have been paid in full and no Tenant is in arrears beyond any applicable notice and cure period in its payment of regularly recurring Rent; (f) the terms of all material alterations, modifications and amendments to the Leases are reflected in the Rent Roll delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (other than to Mortgage Lender); (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule X, the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed and in all material respects, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced been made in full, and Schedule X sets forth (1) a true, correct and complete list of all landlord work and/or tenant allowances that are currently outstanding or may become due or owing to any Tenant pursuant to the payment terms of rent under such Tenant’s Lease solely at the Leases option of Tenant and (2) property expansions that are or may be required to be completed by Mortgage Borrower at the sole option of Tenant with no further agreement on the part of Borrower or Mortgage Borrower; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents (except for any Rents that have been prepaid) and except as set forth on Schedule X and for the return of security deposits in accordance with the terms of any applicable Lease, and neither Borrower nor Mortgage Borrower has no any monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Borrower nor Mortgage Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made received any written claim notice from any Tenant challenging the validity or enforceability of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) except as set forth on Schedule XIV, no Lease contains an option to purchase all or any portion of the applicable Property or right of first refusal to purchase all or any portion of the applicable Property, and with respect to each item listed on Schedule XIV, no such option to purchase or right of first refusal to purchase all or any portion of the applicable Property is applicable in connection with a foreclosure of the applicable Security Instrument or the Pledge Agreement or other exercise of remedies under the Loan Documents or the Mortgage Loan Documents; (o) neither Borrower nor Mortgage Borrower has granted to any Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) intentionally omitted; (r) to Borrower’s actual knowledge, each Tenant is in actual, physical occupancy of the Leases contains premises demised under its Lease (other than any option such Tenant that is not in actual, physical occupancy of such premises as a result of any legal requirement prohibiting or offer limiting such occupancy, including without limitation, any local government orders or directives relating to purchase or right “shelter-in-place,” “stay-at-home” and essential businesses, provided such Tenant is continuing to pay full rent and otherwise complying with the terms and conditions of first refusal to purchase the Property or any part thereofits Lease); (ms) neither the Leases nor the Rents have been assignedto Borrower’s actual knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) to Borrower’s actual knowledge, no conditions exist which now give event has occurred giving any Tenant or party the right to “go dark” pursuant terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision Closing Date, Borrower or Mortgage Borrower has requested Tenant estoppel certificates from each Tenant. With respect to each Leased Fee Property set forth on Schedule I attached hereto, for so long as the executed Lease in effect as of the Closing Date is in full force and effect and the applicable Tenant is not in default beyond any applicable notice and cure period, the applicable Tenant owns the Improvements and is responsible for operation and maintenance thereof under its applicable Lease, if applicable.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Industrial Logistics Properties Trust)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property Properties delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting or any estoppel certificate from the Property (including schedules for all executed Leases for Tenants not yet applicable Tenant delivered and approved by Lender in occupancy or under which connection with the rent commencement date has not occurred). To Borrower’s actual knowledgeclosing of the Loan, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to the best of Borrower’s knowledge, no party under any Lease is in default; (e) to the best of Borrower’s knowledge, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated by Borrower; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) to the best of Borrower’s knowledge, the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (cj) to the Tenants under the Leases have commenced the payment best of rent under the Leases and Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) the Leases are valid and enforceable against Borrower and the Tenants set forth therein; (n) except as set forth in the applicable Leases, no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at any Individual Property, or any other similar provision; (o) no Person person or entity has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; (q) all security deposits relating to the Leases reflected on the certified rent roll delivered to Lender have been collected by Borrower; (r) no brokerage commissions or finders fees are due and payable regarding any Lease; (s) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (mt) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nu) no conditions exist which now give Tenant is entitled to any Tenant or party reduction in the right to “go dark” Rents pursuant to the provision terms of its the applicable Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital Trust III, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or any applicable REA.
Appears in 1 contract
Leases and Rent Roll. To Except as disclosed in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (the “Rent Roll”), (a) the Property is not subject to any other Leases, (b) the Leases are in full force and effect, to Borrower’s actual knowledge, there are no material defaults thereunder by either party, and Borrower has not received any written notice of termination with respect to any such Leases, (c) the copies of the Leases delivered to Lender are true and complete in all material respects, and there are no oral agreements with respect thereto, (d) no Rent has been paid more than one month in advance of its due date, (e) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant, (g) the Tenants under the Leases have accepted possession and are in occupancy of, and are open for business and conducting normal business operations at, all of their respective demised premises, and are paying full, unabated rent under the Leases, (h) Borrower has delivered to Lender a true, correct and complete rent roll for list of all security deposits made by Tenants at the Property (a “Rent Roll”) which includes all Leases affecting the Property have not been applied (including schedules for accrued interest thereon), all executed Leases for Tenants not yet of which are held by Borrower in occupancy or under which accordance with the rent commencement date has not occurred). To terms of the applicable Lease and applicable Legal Requirements, (i) to Borrower’s actual knowledge, each Tenant under a Major Lease is free from bankruptcy or reorganization proceedings, (j) to the best of Borrower’s knowledge, no Tenant under any Lease (or any sublease) is an Affiliate of Borrower, any Guarantor or Manager, (k) to Borrower’s knowledge, no Tenant under any Lease is in default in any material respect under the terms and conditions of such Lease, (l) there are no brokerage fees or commissions due and payable in connection with the leasing of space at the Property, except as set forth has been previously disclosed to Lender in writing, and no such fees or commissions will become due and payable in the Rent Roll (future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder, except as same has previously been updated by written notice thereof to Lender) and estoppel certificates delivered disclosed to Lender on in writing, (m) Borrower has not assigned or pledged any of the Leases, the rents thereunder or any interest therein except to Lender other than assignments to Borrower’s prior lender which are no longer of any force or effect, (n) no Tenant has a right to the Closing Date: (a) each Lease is in full force and effect; (b) expand the premises demised under its Lease, (o) no Tenant or other Person has any option, right of first refusal or offer or any other similar right to purchase all or any portion of, or interest in, the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; Property, (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fp) no Tenant has made the right to terminate its Lease prior to the expiration of the stated term thereof except, to the extent contained in the Lease, in the event of the destruction or condemnation of substantially all of the Property, (q) to Borrower’s knowledge, no Tenant has assigned its Lease or sublet all or any written claim portion of the premises demised thereby, (r) all existing Leases are subordinate to the Security Instrument and the Assignment of Leases and provide that the Tenant thereunder shall attorn to Lender and any purchaser at a foreclosure sale, and (s) Borrower has delivered to Lender true, complete and correct copies of each estoppel certificate requested by Lender in connection with the making of the Loan to the extent Borrower has received an executed copy of such estoppel certificate from the applicable Tenant and (t) Borrower has delivered to Lender true, complete and correct copies of all material default against the landlord under notices received by Borrower from any Lease which remains outstanding nor has Borrower or Manager receivedTenant, by in-personincluding, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerwithout limitation, any notice of a material relating to (i) any default, alleged default or outstanding landlord obligation under any Lease; , (gii) there is no present material default by the Tenant under termination, threatened termination, renewal or non-renewal of any Lease; Lease (hiii) all security deposits under the Leases have been collected by Borrower; any bankruptcy or similar proceeding involving any Tenant, (iiv) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.actual or
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred), together with copies of the Lease. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and the Leases, estoppel certificates or other writings delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty one (301) days month in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower’s knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor nor, to Borrower’s knowledge, has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease, except as set forth in the delinquency/aging report delivered to Lender by Borrower or otherwise provided to Lender in writing; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease, subject to the rights of Lender under the Loan Documents; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager receivedBorrower, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother written communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains Tenants have any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Property delivered to and approved by Lender (the Property (a “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) to each Lease is applicable Borrower are the sole owner of the entire lessor’s interest in the Leases at the Property owned by it; (b) the Leases are valid and enforceable against the applicable Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrowers’ knowledge no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent for a period of more than sixty (60 days); (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and no Borrower has no any monetary obligations obligation to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fj) no Tenant Borrower has made received any written claim notice from any Tenant challenging the validity or enforceability of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at any Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the any Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and to Borrowers’ knowledge, no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of any Property is, if applicableto Borrowers’ knowledge, a debtor in any state or federal bankruptcy or insolvency proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the each Individual Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlordlessor’s interest in each Leasethe Leased Fee Leases; (b) the Leased Fee Leases are valid and enforceable and in full force and effect; (c) all of the Leased Fee Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Leased Fee Lease is in default; (e) all Rents under the Leased Fee Leases due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leased Fee Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents under the Leased Fee Leases reserved in the Leased Fee Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents under the Leased Fee Leases have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) the Tenants under the Leased Fee Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and any payments, credits or abatements required to be given by Borrower to the Tenants under the Leased Fee Leases have been made in full; (j) each Lease is there exist no offsets or defenses to the validpayment of any portion of the Rents under the Leased Fee Leases and Borrower has no monetary obligation to any Tenant under any Leased Fee Lease; (k) Borrower has received no written notice from Tenant, binding and enforceable obligation has no actual knowledge of, any Tenant challenging the validity or enforceability of Borrower and the applicable Tenant thereunder and any Leased Fee Lease; (l) there are no agreements with the Tenants under the Leased Fee Leases other than as expressly set forth in the Leaseseach Lease; (km) no Leased Fee Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision in connection with Lender’s exercise of its rights and/or remedies under the Loan; (n) except as set forth in the Leased Fee Leases, no Leased Fee Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Leased Fee Lease or a Sublease with a Subtenant; (p) all Security Deposits relating to the Leased Fee Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Leased Fee Lease; (r) each Tenant is in actual, physical occupancy of the premises demised under its Leased Fee Lease (except for the Forsyth Individual Property, for which Subtenant fit-out work is ongoing); (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under the Leased Fee Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) to Borrower’s actual knowledge, no event has occurred giving any Tenant under a Leased Fee Lease a right to terminate its Leased Fee Lease or pay reduced or alternative Rent under such Leased Fee Lease to Borrower under any of the terms of a such Leased Fee Lease; (l) none . To Borrower’s actual knowledge, there are no material inaccuracies or untrue statements of material fact in the estoppel certificates delivered by the Tenants to Lender under the Leased Fee Leases and the estoppel certificates delivered with respect to any REAs in connection with the closing of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLoan.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Administrative Agent (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants thereunder and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) except as disclosed on Schedule V, to Borrower’s knowledge, no party under any Lease is in default; (e) except as disclosed on Schedule V, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) except as disclosed on Schedule V, the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no abatement, reduced rent or free rent periods remaining; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents and, and except as disclosed on Schedule V, Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property except under and pursuant to a Lease or any portion thereof except sublease or license granted by any Tenant (or subtenant) under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” that they may have under their Leases; (o) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (p) except as disclosed on Schedule V, no brokerage commissions or finders fees are due and payable by landlord regarding any Lease; (q) except as disclosed on Schedule V, each Tenant is in actual, physical occupancy of the premises demised under its Lease; (r) no Tenant occupying ten percent (10%) or more (by square feet) of the net rentable area of the Property is, to Borrower’s knowledge, a debtor in any state or federal bankruptcy or insolvency proceeding; (s) except as disclosed on Schedule V, there are no tenant allowances under any Lease that have not been paid in full by Borrower; and (t) to Borrower’s knowledge, each of the Tenants under the Leases has all necessary licenses and permits necessary to conduct the business contemplated to be conducted pursuant to the provision of its such Tenant’s Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (Alexanders Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has 's Knowledge and except as disclosed in any Tenant Estoppel delivered to Lender a true, correct and complete in connection with closing the loan or in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a “the "Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred"). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor's interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any LOAN AGREEMENT – Page 41 41458-110/JANAF Shopping Yard (VA) Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance and except as to any Rents collected prior to the Closing Date or hereafter under acceleration clauses enforced against tenants in default of a Lease, but Borrower represents that no such accelerations exist as of the Closing Date); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) Intentionally Omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to “cease operations at its leased premises (i.e., "go dark” pursuant "), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision of its LeaseClosing Date, if applicableBorrower has requested Tenant estoppel certificates from each Tenant.
Appears in 1 contract
Samples: Loan Agreement (Wheeler Real Estate Investment Trust, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Except as set forth in (i) the rent roll for each Individual Property which has been certified by Borrower has delivered to Lender a as true, correct and complete rent roll for and delivered to Lender in connection with the Property closing of the Loan (a the “Rent Roll”), (ii) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and any tenant estoppel certificates delivered to Lender on or prior to the Closing Date, or (iii) as set forth on Schedule 4.25 attached hereto: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed completed, all alterations or other work required to be performed as of the Closing Date on the part of Borrower has been completed, and the Tenants under the Leases have accepted possession of and are in physical occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, to Borrower’s Knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and to Borrower’s Knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor nor, to Borrower’s Knowledge, has Borrower or Manager received, by in-persontelephonic, in‑person, e‑mail or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s Knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) to Borrower’s Knowledge, no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase the any Individual Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) to Borrower’s Knowledge, no conditions exist or events have occurred which now give any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” ”), terminate its Lease or pay reduced Rent pursuant to the provision provisions of its LeaseLease and/or the REA. Borrower represents that it has heretofore delivered to Lender true, if applicablecorrect and complete copies of all Leases and any and all amendments or modifications thereof.
Appears in 1 contract
Samples: Loan Agreement (Griffin Capital Essential Asset REIT, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower Seller has delivered to Lender Purchaser a true, correct and complete rent roll for copy of each of the Property (Leases and any amendments thereto. Exhibit Q contains a “Rent Roll”) which includes true, correct and complete list of all Leases and there are no leases or occupancy agreements affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except other as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender listed on or prior to the Closing Date: (a) each Exhibit Q. Each Lease is in full force and effect; (b) effect and each tenant listed thereon is open and operating and Seller has not received any notice of closing, sale or merger, and is not aware of any bankruptcy or insolvency or threatened bankruptcy by any tenant. No person, other than tenants named in the premises demised under Leases, has any right of possession of the Leases Property or any part thereof or any options thereto. No unexpired rent concessions, diminution of rent or other credits or similar financial arrangements have been completed and the Tenants under the Leases given any tenant. No other commitments of any kind have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations been made to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent tenant which are not set forth in the Rent Roll and there is no claim or basis for a claim Leases. Exhibit Q sets forth the full amount of security held by Seller under each Lease, which amounts are not less than the amounts deposited by the Tenant thereunder tenant under each such Lease. No tenant has asserted or threatened, nor does Seller have any knowledge of any defense or offsets to rent accruing after Closing. No rent has been paid in advance by any tenant for an offset any period subsequent to Settlement. There are no claims or adjustment disputes or threatened claims or disputes between any tenant (or any guarantor of any Lease) and Seller with regard to the Property or with regard to the rent; (f) no Tenant , additional rent, or any other charges payable under such Lease. Seller has made fully completed all tenant improvements and repairs specified in any written claim Lease to be the responsibility of a material the landlord thereunder. No default against or breach exists on the part of any tenant and Seller has not received any notice of any default or breach on the part of the landlord under any Lease which remains outstanding nor has Borrower not been heretofore cured or Manager received, satisfied and there does not exist any such default or breach on the part of the landlord. Exhibit Q includes a complete list of any arrearages by in-person, or e-mail (tenants with respect to Major Leases only) communication to an authorized representative payment of Borrower rent or Manager, any notice of a material default under any Lease; (g) there additional rent or charges which list is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner true and complete as of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower date hereof. The Leases and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents income therefrom have not been assigned, pledged or hypothecated assigned by Seller, except in connection with any financing that will be satisfied by Seller prior to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableat Closing.
Appears in 1 contract
Samples: Agreement of Sale (Dover Downs Gaming & Entertainment Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the each Individual Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlordlessor’s interest in each Leasethe Leased Fee Leases; (b) the Leased Fee Leases are valid and enforceable and in full force and effect; (c) all of the Leased Fee Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Leased Fee Lease is in default; (e) all Rents under the Leased Fee Leases due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leased Fee Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents under the Leased Fee Leases reserved in the Leased Fee Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents under the Leased Fee Leases have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) the Tenants under the Leased Fee Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and any payments, credits or abatements required to be given by Borrower to the Tenants under the Leased Fee Leases have been made in full; (j) each Lease is there exist no offsets or defenses to the validpayment of any portion of the Rents under the Leased Fee Leases and Borrower has no monetary obligation to any Tenant under any Leased Fee Lease; (k) Borrower has received no written notice from Tenant, binding and enforceable obligation has no actual knowledge of, any Tenant challenging the validity or enforceability of Borrower and the applicable Tenant thereunder and any Leased Fee Lease; (l) there are no agreements with the Tenants under the Leased Fee Leases other than as expressly set forth in the Leaseseach Lease; (km) no Leased Fee Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision in connection with Lxxxxx’s exercise of its rights and/or remedies under the Loan; (n) except as set forth in the Leased Fee Leases, no Leased Fee Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under and pursuant to a Leased Fee Lease or a Sublease with a Subtenant; (p) all Security Deposits relating to the Leased Fee Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Leased Fee Lease; (r) each Tenant is in actual, physical occupancy of the premises demised under its Leased Fee Lease (except for the Forsyth Individual Property, for which Subtenant fit-out work is ongoing); (s) there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under the Leased Fee Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) to Borrower’s actual knowledge, no event has occurred giving any Tenant under a Leased Fee Lease a right to terminate its Leased Fee Lease or pay reduced or alternative Rent under such Leased Fee Lease to Borrower under any of the terms of a such Leased Fee Lease; (l) none . To Borrower’s actual knowledge, there are no material inaccuracies or untrue statements of material fact in the estoppel certificates delivered by the Tenants to Lender under the Leased Fee Leases and the estoppel certificates delivered with respect to any REAs in connection with the closing of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLoan.
Appears in 1 contract
Samples: Loan Agreement (Istar Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Administrative Agent (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except pursuant to the Loan Documents; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements between Borrower or Manager with the Tenants under the Leases with respect to the Property other than as expressly set forth in the Leaseseach Lease; (kl) the Leases are valid and enforceable against Borrower and, to Borrower’s knowledge, the Tenants set forth therein; (m) except as set forth on Schedule V, no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (n) to Borrower’s knowledge and except as set forth on Schedule V, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lo) none [Intentionally omitted]; (p) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; premises demised under its Lease and (ns) no conditions exist which now give Tenant is, to Borrower’s knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Lease, if applicablefederal bankruptcy or insolvency proceeding.
Appears in 1 contract
Samples: Loan Agreement (Cole Credit Property Trust III, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the certified rent roll for the Property delivered to Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll “unpaid charge” (as same has been updated by written notice thereof to Lenderi.e. ageing reports) and in the operating statements and management summaries delivered to Lender in connection with the closing of the Loan, or in the Tenant estoppel certificates delivered by Tenants to Mortgage Lender on in connection with the closing of the Loan or prior to the Closing Date: as disclosed in Schedule VII, (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Mortgage Borrower is a party are valid and enforceable and in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases to which Mortgage Borrower is a party are arms-length agreements with third parties not Controlled by Borrower; (d) neither Mortgagee Borrower nor, to Borrower’s knowledge, any other party under any Lease to which Mortgage Borrower is a party is in monetary or material non-monetary default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) there are no subleases at the Property with any Affiliate of Borrower; (g) none of the Rents reserved in the Leases to which Mortgage Borrower is a party are subject to any assignment, pledge or hypothecation, except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed Rent collected in advance); (i) the premises demised under the Leases have been completed and (to the extent Mortgage Borrower, - 57 - as landlord, is required to complete the same), all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no outstanding monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Mortgage Borrower nor Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, received any notice from any Tenant challenging the validity or enforceability of a material default under any Lease; (gl) there is no present material default by the Tenant under any Leasecopies of the Leases provided to Lender are true, correct and complete copies of such Leases; (hm) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding are valid and enforceable obligation of against Mortgage Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasestherein; (kn) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or a Permitted Encumbrance; (p) all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are currently due and payable regarding any Lease; (r) each Tenant under a Major Lease is in actual, physical occupancy of the premises demised under its Lease; (s) to Borrower’s knowledge, there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a Lease; co-tenancy provision. Prior to the Closing Date, Mortgage Borrower has requested Tenant estoppel certificates from each Tenant. Borrower has made available (lor caused to be made available) none to Lender true and correct copies of the all Leases contains any option or offer in effect with respect to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents that have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and requested by Lender (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableany).
Appears in 1 contract
Samples: Mezzanine a Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledgeAs of the date hereof, Borrower has the only tenants under any Leases affecting the Property are Chiron Corporation, Cell Therapeutics, Inc., United Parcel Service, The Hearst Corporation (as described in Section 7.8), and TCG. The documents constituting the Leases that are delivered to Lender a Purchaser pursuant to Section 2.1 are true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Property, including any and all amendments or supplements thereto, and guaranties or other security in connection therewith. There are no lease or occupancy agreements affecting any portion of the Real Property (including schedules for or the Improvements other than the Leases. All information set forth in the Rent Roll is or will be true, correct, and complete in all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)material respects as of its date. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Roll, there are no offsetsleasing or other fees or commissions due, claims nor will any become due, in connection with any Lease or defenses any renewal or extension or expansion of any Lease, nor under any understanding or agreement with any party as to payment of any leasing commissions or fees regarding future leases or as to the enforcement thereofprocuring of tenants. To Seller's knowledge, except as disclosed in the Property Information, no tenants have asserted nor are there any defenses or offsets to rent accruing after the Closing Date and Borrower no default or breach exists on the part of any tenant. Seller has no monetary obligations to not received any Tenant notice of any default or breach on the part of the landlord under any Lease; (d) , nor, to the best of Seller's knowledge, does there exist any such default or breach on the part of the landlord. Except as set forth in the Rent Roll, all Rents due and payable of the landlord's obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for performed in full and all concessions (other than any period more than thirty (30) days in advance; (e) the unexpired rent payable under each Lease is the amount of fixed rent abatement set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fLeases) no Tenant has made any written claim of a material default against from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is paid and performed in full. Except for the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth shared facilities or uses described in the Leases; (k) REA, no Person tenant under any Lease has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to lease, use or occupancy any portion of the provision of its Lease, if applicableAdjoining Property.
Appears in 1 contract
Samples: Agreement of Purchase and Sale (BioMed Realty Trust Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except pursuant to the Loan Documents; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed (other than work described in the Fifth Amendment to Lease) and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Mortgage Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements between Mortgage Borrower or Manager with the Tenants under the Leases with respect to the Property, other than as expressly set forth in the Leaseseach Lease; (kl) the Leases are valid and enforceable against Mortgage Borrower and, to Borrower’s knowledge, the Tenants set forth therein; (m) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision that is still in effect; (n) to Borrower’s knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lo) none [Intentionally Omitted]; (p) all security deposits relating to the Leases reflected on the Rent Roll have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunderpremises demised under its Lease; and (ns) no conditions exist which now give Tenant is, to Borrower’s knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Lease, if applicablefederal bankruptcy or insolvency proceeding.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Cole Corporate Income Trust, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property Individual Properties (a “Rent Roll”) which includes all Leases affecting the Property Individual Properties (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property Individual Properties or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property Individual Properties or any part thereof, except for (i) such purchase option contained in Section 14 of that certain Lease at the New Jersey Property between New Jersey Borrower and XxXxxxxx’x Corporation dated as of July 2, 2001, (ii) such parking area purchase option at the New Jersey Property pursuant to that certain Target Parking Area Purchase Rights Agreement between New Jersey Borrower and Xxxxxx Xxxxxx Corporation dated as of December 5, 1997 and (iii) such purchase option contained in Section 18.19 of that certain Lease at the Georgia Property between Snellville Associates Limited Partnership, as predecessor in interest to Georgia Borrower, and Home Depot U.S.A., Inc. dated as of January 31, 1997; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Samples: Term Loan Agreement (Developers Diversified Realty Corp)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll rolls for the Property Properties (collectively, a “Rent Roll”) which includes all Leases and the Operating Lease affecting the Property Properties (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease and Operating Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases and Operating Lease have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases and Operating Lease have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Mortgage Borrower has no monetary obligations to any Tenant under any Lease or Operating Lease; (d) all Rents due and payable under the Leases and Operating Lease have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease and Operating Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease or Operating Lease which remains outstanding nor has Mortgage Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease or Operating Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease or Operating Lease; (h) all security deposits under the Leases have been collected by Mortgage Borrower; (i) Mortgage Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is and Operating Lease are the valid, binding and enforceable obligation obligations of Mortgage Borrower and the applicable Tenant thereunder and there are no material agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of a Lease or Operating Lease; (l) none of the Leases or Operating Lease contains any option or offer to purchase or right of first refusal to purchase the Property Properties or any part thereof; (m) neither the Leases or Operating Lease nor the Rents have been assigned, pledged or hypothecated except to Mortgage Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Leases that are delivered to Lender a Purchaser pursuant to Paragraph 2.1 are true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Property (Property, including schedules for any and all executed Leases for Tenants not yet amendments or supplements thereto, and guaranties or other security in occupancy or under which the rent commencement date has not occurred)connection therewith. To Borrower’s actual the best of Seller's knowledge, except all information set forth in the Rent Roll is true, correct, and complete in all material respects as of its date. Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Roll, there are no offsetsleasing or other fees or commissions due, claims nor will any become due, in connection with any Lease or defenses any renewal or extension or expansion of any Lease, and, to the enforcement thereofbest of Seller's knowledge, no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the procuring of tenants. To the best of Seller's knowledge, except as disclosed in the Property Information, no tenants have asserted nor are there any defenses or offsets to rent accruing after the Closing Date and Borrower no default or breach exists on the part of any tenant. Seller has no monetary obligations to not received any Tenant notice of any default or breach on the part of the landlord under any Lease; (d) .E Except as set forth in the Rent Roll, to the best of Seller's knowledge, all Rents due and payable of the landlord's obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for performed in full and all concessions (other than any period more than thirty (30) days in advance; (e) the unexpired rent payable under each Lease is the amount of fixed rent abatement set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fLeases) no Tenant has made any written claim of a material default against from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest paid and performed in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablefull.
Appears in 1 contract
Samples: Agreement of Purchase and Sale (Carramerica Realty Corp)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Lease and Subleases that will be delivered to Lender a Purchaser will be true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases Lease and Subleases affecting the Property (Real Property, including schedules for all executed Leases for Tenants not yet amendments and guarantees. All information set forth in occupancy or under which the rent commencement date has not occurred)each Rent Roll is true, correct, and complete in all material respects as of its date. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates first delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and hereunder, there are no offsetsleasing or other fees or commissions due, claims nor will any become due, in connection with any Lease or defenses any renewal or extension or expansion of any Lease, and no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the enforcement thereofprocuring of tenants. To the best of Seller’s knowledge, and Borrower no tenants have asserted nor are there any defenses or offsets to rent currently accruing. Seller has no monetary obligations to not received any Tenant notice of any default or breach on the part of the landlord under any Lease; (d) , nor, to the best of Seller’s knowledge, does there exist any such default or breach on the part of the landlord. Except as set forth in the Rent Roll, all Rents due and payable of the landlord’s obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for performed in full and all concessions (other than any period more than thirty (30) days in advance; (e) the unexpired rent payable under each Lease is the amount of fixed rent abatement set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fLeases) no Tenant has made any written claim of a material default against from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest paid and performed in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablefull.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy or insolvency proceeding.
Appears in 1 contract
Samples: Loan Agreement (American Realty Capital New York Recovery Reit Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete (i) copy of the fully executed Sotheby’s Lease, which such Lease represents the entire agreement of the parties thereto with respect to the matters contained therein, and (ii) rent roll for the Property or similar occupancy statement relating to the Property reasonably acceptable to Lender (each, a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Property. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each the Sotheby’s Lease is in full force and effect; (b) the premises demised under the Leases have Sotheby’s Lease has been completed and the Tenants under the Leases have Sotheby’s has accepted possession of and are is in occupancy of all of their respective its demised premisespremises under the Sotheby’s Lease; (c) the Tenants under the Leases have Sotheby’s has commenced the payment of rent under the Leases and Sotheby’s Lease, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant Sotheby’s under any the Sotheby’s Lease; (d) all Rents due and payable under the Leases Sotheby’s Lease have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; Confidential Treatment Requested by BANA XXXX-Xxxx-00102 (e) the rent payable under each Sotheby’s Lease is the amount of fixed rent set forth in the Rent Roll Sotheby’s Lease, and there is no claim or basis for a claim by the Tenant thereunder Sotheby’s for an offset or adjustment to the rent; (f) no Tenant Sotheby’s has not made any written claim of a material default against the landlord under any Lease Borrower which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any the Sotheby’s Lease; (g) to Borrower’s knowledge there is no present material default by Sotheby’s under the Tenant under any Sotheby’s Lease; (h) all security deposits deposits, if any, under the Leases Sotheby’s Lease have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each the Sotheby’s Lease; (j) each the Sotheby’s Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder Sotheby’s Lease and the Sotheby’s Guaranty are the valid, binding and enforceable obligation of Sotheby’s and Sotheby’s Guarantor (as applicable) and there are no agreements with the Tenants Sotheby’s or Sotheby’s Guarantor under the Leases Sotheby’s Lease or the Sotheby’s Guaranty (as applicable) other than as expressly set forth in the LeasesSotheby’s Lease or the Sotheby’s Guaranty (as applicable); (k) to Borrower’s actual knowledge, no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Leasethe Sotheby’s Lease or any of the existing subleases thereof as set forth on Schedule 8.1(i) thereof; (l1) none of the Leases contains Sotheby’s Lease does not contain any option or offer to purchase or right of first refusal to purchase the Property or any part thereof (other than the right of first offer set forth in Section 23 thereof); (m) neither the Leases Sotheby’s Lease nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunderSotheby’s; and (n) no conditions exist which now give any Tenant or party Sotheby’s the right to “go dark” pursuant to the provision provisions of its the Sotheby’s Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (Sothebys)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Property. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no substantial portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower's knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) to Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with between the Borrower and Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease or the Permitted Encumbrances; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofthereof (except as may be required by any applicable Legal Requirements); and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and and, to Borrower's knowledge, no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant . Lender hereby recognizes that in addition to the provision Leases, the relationship between the Borrower and the Tenants of the Property may be governed by the terms of an agreement between the Borrower (or its Lease, if applicablepredecessor in interest) and the homeowners association established by the Tenants of the Property and the prospectus for the Property filed with the State where the Property is located.
Appears in 1 contract
Samples: Loan Agreement (Sun Communities Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Leases that will be delivered to Lender a Purchaser will be true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Subject Property, including all amendments and guarantees, and there are no Leases or Occupancy Agreements affecting the Property (including schedules except for the Leases. All information set forth in each Rent Roll is true, correct, and complete in all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)material respects as of its date. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates first delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and hereunder, there are no offsetsleasing or other fees or commissions due, claims nor will any become due, in connection with any Lease or defenses any renewal or extension or expansion of any Lease, and no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the enforcement thereofprocuring of tenants. To the best of Seller's knowledge, and Borrower no tenants have asserted nor are there any defenses or offsets to rent currently accruing. Seller has no monetary obligations to not received any Tenant notice of any default or breach on the part of the landlord under any Lease; (d) , nor, to the best of Seller's knowledge, does there exist any such default or breach on the part of the landlord. Except as set forth in the Rent Roll, all Rents due and payable of the landlord's obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for performed in full and all concessions (other than any period more than thirty (30) days in advance; (e) the unexpired rent payable under each Lease is the amount of fixed rent abatement set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fLeases) no Tenant has made any written claim of a material default against from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest paid and performed in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablefull.
Appears in 1 contract
Samples: Agreement of Purchase and Sale and Escrow Instructions (Price Enterprises Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) to Borrower’s knowledge, the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) to Borrower’s knowledge, all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) to Borrower’s knowledge, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) to Borrower’s knowledge, none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) to Borrower’s knowledge, the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by to Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the validknowledge, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) to Borrower’s knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) to Borrower’s knowledge, no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) to Borrower’s knowledge, all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) to Borrower’s knowledge, no brokerage commissions or finder’s fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) to Borrower’s knowledge, if applicableno Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, to Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has Borrowers have delivered to Lender a true, correct and complete rent roll for the each Collateral Property (a “each a, "Rent Roll”) "), which includes all Leases affecting the each Collateral Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) Rolls and estoppel certificates delivered to Lender on or prior to the Closing DateDate for the applicable Collateral Property: (ai) to the best of each Borrower's knowledge, each Lease is in full force and effect; (bii) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases , have commenced the payment of rent under the Leases and Leases, and, to the best of each Borrower's knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (diii) to the best of each Borrower's knowledge, all Rents rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (eiv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to the best of each Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fv) to the best of each Borrower's knowledge, and except as set forth in tenant estoppels delivered to Lender as of the Closing Date, no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor nor, to the best of each Borrower's knowledge, has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, received any notice of a material default under any Lease; (gvi) to the best of each Borrower's knowledge, there is no present material default by the Tenant under any Lease; (hvii) all no Borrower holds any security deposits under the Leases have been collected by BorrowerLeases; (iviii) a Borrower is the sole owner of the entire landlord’s lessor's or sublessor's interest in each Lease; (jix) to the best of each Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of a Borrower and the applicable Tenant thereunder and there are thereunder; (x) to the best of each Borrower's knowledge, no agreements with the Tenants under the Leases Person (other than as expressly set forth in the Leases; (kGround Lessors) no Person has any possessory interest in, or right to occupy, the any Collateral Property or any portion thereof except under the terms of a Lease; and (lxi) none Borrower has not received any written notice of default on the part of Landlord under any Lease. Notwithstanding the foregoing, the breach of any of the representations contained in the preceding sentence shall not constitute an Event of Default provided that (i) the relevant Lease is not a Material Lease and (ii) the facts resulting in such breach do not, after taking into account all other facts resulting in other breaches of the representations contained in the preceding sentence, do not have a material adverse affect on the value, Net Operating Income, use or operation of any Collateral Property. None of the Leases contains any option or offer to purchase or right of first refusal to purchase the any Collateral Property or any part thereof; (m) neither . Neither the Leases nor the Rents have been assigned, assigned or pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant thereunder or party the right to “go dark” Ground Lessors pursuant to the provision of its Lease, if applicableGround Leases.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the certified rent roll for the Property delivered to Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll “unpaid charge” (as same has been updated by written notice thereof to Lenderi.e. ageing reports) and in the operating statements and management summaries delivered to Lender in connection with the closing of the Loan, or in the Tenant estoppel certificates delivered by Tenants to Mortgage Lender on in connection with the closing of the Loan or prior to the Closing Date: as disclosed in Schedule VII, (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Mortgage Borrower is a party are valid and enforceable and in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases to which Mortgage Borrower is a party are arms-length agreements with third parties not Controlled by Borrower; (d) neither Mortgagee Borrower nor, to Borrower’s knowledge, any other party under any Lease to which Mortgage Borrower is a party is in monetary or material non-monetary default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) there are no subleases at the Property with any Affiliate of Borrower; (g) none of the Rents reserved in the Leases to which Mortgage Borrower is a party are subject to any assignment, pledge or hypothecation, except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed Rent collected in advance); (i) the premises demised under the Leases have been completed and (to the extent Mortgage Borrower, as landlord, is required to complete the same), all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no outstanding monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Mortgage Borrower nor Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, received any notice from any Tenant challenging the validity or enforceability of a material default under any Lease; (gl) there is no present material default by the Tenant under any Leasecopies of the Leases provided to Lender are true, correct and complete copies of such Leases; (hm) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding are valid and enforceable obligation of against Mortgage Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasestherein; (kn) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or a Permitted Encumbrance; (p) all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are currently due and payable regarding any Lease; (r) each Tenant under a Major Lease is in actual, physical occupancy of the premises demised under its Lease; (s) to Borrower’s knowledge, there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a Lease; co-tenancy provision. Prior to the Closing Date, Mortgage Borrower has requested Tenant estoppel certificates from each Tenant. Borrower has made available (lor caused to be made available) none to Lender true and correct copies of the all Leases contains any option or offer in effect with respect to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents that have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and requested by Lender (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableany).
Appears in 1 contract
Samples: Mezzanine a Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledgeExcept as set forth on Schedules IV and V attached hereto, Borrower has delivered to Lender a true, correct and complete as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) to Borrower’s knowledge, no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) to Borrower’s knowledge, none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases with respect to the Property other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, or right of first refusal to purchase, the Property; (m) to Borrower’s knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (ln) none [Intentionally omitted]; (o) all Security Deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finder’s fees are due and payable regarding any Lease; (q) to Borrower’s knowledge, each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, premises demised under its Lease and no other Person has any interest therein except the Tenants thereunderis paying full rent under its Lease; and (nr) no conditions exist which now give Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, to Borrower’s knowledge, a debtor in any Tenant state or party the right to “go dark” pursuant to the provision of its Leasefederal bankruptcy, if applicableinsolvency or similar proceeding.
Appears in 1 contract
Samples: Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed and contains an aging report setting forth past due amounts with respect to the Tenants; provided, however, that Lender acknowledges that, to the extent the Property consists of a recreational vehicle resort, written Leases for Tenants are not yet used in occupancy or under which the rent commencement date has not occurred)ordinary course of the Property's operation. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: ): (a) each Lease is in full force and effect; (b) the premises demised under the any Major Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases Leases, and except as expressly permitted under applicable law, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no outstanding monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the any Major Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) (1) no Tenant has made any written claim of a material default against the landlord under any Major Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any LeaseLease and (2) no more than five percent (5%) of Tenants under pad leases have made any written claims of material defaults from against the landlord which remain outstanding nor has Borrower or Manager received any written notice of material defaults from greater than five percent (5%) of the Tenants under such Leases; (g) to Borrower's knowledge there is no present material default by the a Tenant under any Major Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the any Major Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease (or as otherwise provided for under applicable law); provided, however, that Lender acknowledges that, to the extent the Property consists of a recreational vehicle resort (and for so long as either Original Borrower or a Borrower Principal Affiliate is Borrower under the Loan), written Leases are not used in the ordinary course of the Property's operation; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof, except to the extent such rights of first refusal are provided to Tenants (occupying the Property under pad Leases) or a homeowner's association, solely as the result of applicable Legal Requirements; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “"go dark” " pursuant to the provision of its Leaseany Major Lease and/or the any REA. In the event there are any Leases affecting the Property relating to laundry facilities (each, if applicablea "LAUNDRY LEASE"), none of any such Laundry Leases (A) provides that the Tenant under such Laundry Lease shall be entitled to any proceeds payable in connection with a Casualty of Condemnation, (B) contains any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereof, (C) comprises a material portion of the Property or (D) imposes any material obligations upon Borrower.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth on Schedule XIII, and except as disclosed in the Rent Roll (as same has been updated by written notice thereof Tenant estoppel certificates provided or made available to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: , (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease (x) to Borrower’s actual knowledge is in material non-monetary default or (y) monetary default, in each case, beyond any applicable notice and cure periods; (e) all Rents due have been paid in full and no Tenant is in arrears beyond any applicable notice and cure period in its payment of regularly recurring Rent; (f) the terms of all material alterations, modifications and amendments to the Leases are reflected in the Rent Roll delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (other than to Mortgage Lender); (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule X, the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed and in all material respects, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced been made in full, and Schedule X sets forth (1) a true, correct and complete list of all landlord work and/or tenant allowances that are currently outstanding and (2) property expansions that are or may be required to be completed by Borrower at the payment sole option of rent under Tenant with no further agreement on the Leases and part of Borrower; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents (except for any Rents that have been prepaid) and except as set forth on Schedule X attached hereto and for the return of security deposits in accordance with the terms of any applicable Lease, and neither Borrower nor Mortgage Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Borrower nor Mortgage Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made received any written claim notice from any Tenant challenging the validity or enforceability of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) except as set forth on Schedule XIV, no Lease contains an option to purchase all or any portion of the applicable Property or right of first refusal to purchase all or any portion of the applicable Property, and with respect to each item listed on Schedule XIV, no such option to purchase or right of first refusal to purchase all or any portion of the applicable Property is applicable in connection with a foreclosure of the applicable Security Instrument, the Pledge Agreement or the pledge agreement with respect to the Mezzanine B Loan or other exercise of remedies under the Loan Documents, Mortgage Loan Documents or Mezzanine B Loan Documents; (o) neither Borrower nor Mortgage Borrower has granted to any Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) intentionally omitted; (r) to Borrower’s actual knowledge, each Tenant is in actual, physical occupancy of the Leases contains premises demised under its Lease (other than any option such Tenant that is not in actual, physical occupancy of such premises as a result of any legal requirement prohibiting or offer limiting such occupancy, including without limitation, any local government orders or directives relating to purchase or right “shelter-in-place,” “stay-at-home” and essential businesses, provided such Tenant is continuing to pay full rent and otherwise complying with the terms and conditions of first refusal to purchase the Property or any part thereofits Lease); (ms) neither the Leases nor the Rents have been assignedto Borrower’s actual knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) to Borrower’s actual knowledge, no conditions exist which now give event has occurred giving any Tenant or party the right to “go dark” pursuant terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision of its LeaseClosing Date, if applicableBorrower or Mortgage Borrower has requested Tenant estoppel certificates from each Tenant.
Appears in 1 contract
Samples: Mezzanine a Loan Agreement (Industrial Logistics Properties Trust)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has 's Knowledge and except as disclosed in any Tenant Estoppel delivered to Lender a true, correct and complete in connection with closing the loan or in the rent roll for the Property delivered to, certified to and approved by Lender in connection with the closing of the Loan (a “the "Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred"). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor's interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance and except as to any Rents collected prior to the Closing Date or hereafter under acceleration clauses enforced against tenants in default of a Lease, but Borrower represents that no such accelerations exist as of the Closing Date); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedthere are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, pledged in each case, under bankruptcy or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereundersimilar insolvency laws or regulations; and (nt) no conditions exist which now give event has occurred giving any Tenant or party the right to “cease operations at its leased premises (i.e., "go dark” pursuant "), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision of its LeaseClosing Date, if applicableXxxxxxxx has requested Tenant estoppel certificates from each Tenant.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the certified rent roll for the Property delivered to Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll “unpaid charge” (as same has been updated by written notice thereof to Lenderi.e. ageing reports) and in the operating statements and management summaries delivered to Lender in connection with the closing of the Loan, or in the Tenant estoppel certificates delivered by Tenants to Mortgage Lender on in connection with the closing of the Loan or prior to the Closing Date: as disclosed in Schedule VII, (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Mortgage Borrower is a party are valid - 58 - and enforceable and in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases to which Mortgage Borrower is a party are arms-length agreements with third parties not Controlled by Borrower; (d) neither Mortgagee Borrower nor, to Borrower’s knowledge, any other party under any Lease to which Mortgage Borrower is a party is in monetary or material non-monetary default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) there are no subleases at the Property with any Affiliate of Borrower; (g) none of the Rents reserved in the Leases to which Mortgage Borrower is a party are subject to any assignment, pledge or hypothecation, except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed Rent collected in advance); (i) the premises demised under the Leases have been completed and (to the extent Mortgage Borrower, as landlord, is required to complete the same), all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no outstanding monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Mortgage Borrower, Mezzanine A Borrower nor Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, received any notice from any Tenant challenging the validity or enforceability of a material default under any Lease; (gl) there is no present material default by the Tenant under any Leasecopies of the Leases provided to Lender are true, correct and complete copies of such Leases; (hm) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding are valid and enforceable obligation of against Mortgage Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasestherein; (kn) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or a Permitted Encumbrance; (p) all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are currently due and payable regarding any Lease; (r) each Tenant under a Major Lease is in actual, physical occupancy of the premises demised under its Lease; (s) to Borrower’s knowledge, there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a Lease; co-tenancy provision. Prior to the Closing Date, Mortgage Borrower has requested Tenant estoppel certificates from each Tenant. Borrower has made available (lor caused to be made available) none to Lender true and correct copies of the all Leases contains any option or offer in effect with respect to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents that have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and requested by Lender (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableany).
Appears in 1 contract
Samples: Mezzanine B Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l1) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Samples: Loan Agreement (AmREIT, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the each Individual Property delivered to, certified to and approved by Lender in connection with the closing of the Loan and attached hereto on Schedule IX hereto (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, and except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: Schedule XV attached hereto, (a) each Lease applicable Borrower is the sole owner of the entire lessor’s (or, in the case of the Ground Leases, sub-lessor’s) interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) Borrower has not delivered or received written notice stating, and to Borrower’s knowledge, no party under any Lease is in default under any Lease beyond any applicable notice and cure periods set forth therein; (e) all Rents due have been paid in full (except pursuant to the Deferred Rental Agreements) and no Tenant is in arrears in its payment of Rent (except pursuant to the Deferred Rental Agreements); (f) the terms of all alterations, modifications and amendments to the Leases have been disclosed to Lender in writing; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases as of the date hereof have commenced the payment of rent under the Leases been made in full; (j) Borrower has not received written notice from Tenant asserting, and to Borrower’s knowledge there are no offsetsexist no, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents, and and, other than the Unfunded Obligations, Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has not received written notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) except as set forth on Schedule VII hereto, no Tenant is entitled to any free rent, rent credits or other monetary credits or other similar monetary obligations of landlord under the applicable Lease to such Tenants; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first offer to purchase or other similar provision that applies to a foreclosure of any Individual Property, a deed-in-lieu of foreclosure with respect to any Individual Property or any other exercise of Lender’s rights and remedies hereunder and under the other Loan Documents; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all security deposits relating to the Leases are reflected on the Rent Roll and have been collected by Borrower; (q) no brokerage commissions or finders fees are due and payable regarding any Lease; (r) each Tenant is in actual, physical occupancy of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofpremises demised under its Lease; (ms) neither the Leases nor the Rents have been assignedto Borrower’s knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) no conditions exist event exists which now give gives any Tenant or party the right to cease operations at its leased premises (i.e., “go dark” pursuant ”), terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision, and (u) the Deferred Rental Agreements will not result in a Material Adverse Effect.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property Properties delivered to, certified to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, other than in connection with the Loan; (h) not more than five percent (5%) of annual Gross Rents for all of the Properties have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and completed, all improvements, repairs, alterations or other work required to be furnished on the part of Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) the Leases are valid and enforceable against Borrower and the Tenants set forth therein; (n) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at any Individual Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none of all security deposits relating to the Leases contains any option or offer to purchase or right of first refusal to purchase are reflected on the Property or any part thereofRent Roll and have been collected by Borrower; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (nq) no conditions exist which now give brokerage commissions or finders fees are due and payable regarding any Lease; (r) no event has occurred giving any Tenant or party the right to “go dark” pursuant terminate its Lease or pay reduced or alternative Rent to Borrower under any of the provision terms of its such Lease, if applicablesuch as a co-tenancy provision.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated, except in connection with the Prior Loan; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none Lease and guests of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereofProperty; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no event has occurred that, but for the giving of notice and/or passage of time, would give any Tenant any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; (r) no Tenant has sublet any portion of the premises demised to such Tenant under its Lease or any portion thereof; and (s) no Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Leasehold Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Leasehold Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Leasehold Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Leasehold Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Leasehold Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no Tenant has given Leasehold Borrower notice that it is exercising (or has threatened to exercise) any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Leasehold Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying twenty percent (20%) or more (by square feet) of the net rentable area of the Property is, if applicableto Leasehold Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender Lender, to the best of Borrower's knowledge, a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower's knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l1) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (Inland Western Retail Real Estate Trust Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “"Rent Roll”") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.has
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting covering the permanent showroom space in the Property (including schedules for all such executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and ), such Leases, the estoppel certificates or other writings delivered to Lender on or prior to the Closing Date: (a) each such Lease is in full force and effect; (b) the premises demised under the such Leases have been completed and the Tenants under the such Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the such Leases have commenced the payment of rent under the Leases and such Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any such Lease; (d) except as reflected on the accounts receivable report delivered prior to the date hereof by Borrower or Manager to Lender, all Rents due and payable under the such Leases have been paid and no portion thereof has been paid for any period more than thirty one (301) days month in advance; (e) the rent payable under each such Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower’s knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any such Lease which remains outstanding nor nor, to Borrower’s knowledge, has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease, except as set forth in the delinquency/aging report delivered to Lender by Borrower on or before the date hereof or as otherwise disclosed to Lender in writing; (g) to Borrower’s knowledge there is no present material default by the Tenant under any such Lease; (h) all security deposits under the such Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each such Lease, subject to the rights of Lender under the Loan Documents; (j) each such Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the such Leases other than as expressly set forth in the such Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a any such Lease; (l) none of the such Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the such Leases nor the Rents have been are currently assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision provisions of its Lease, such Lease and/or the REA (if applicablethe failure of such Tenant or other party to continue to operate would have a material adverse effect on the Property or the Operating Income).
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for each Individual Property delivered to, certified to and approved by Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth on Schedule XIII, and except as disclosed in the Rent Roll (as same has been updated by written notice thereof Tenant estoppel certificates provided or made available to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: , (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease (x) to Borrower’s actual knowledge is in material non-monetary default or (y) monetary default, in each case, beyond any applicable notice and cure periods; (e) all Rents due have been paid in full and no Tenant is in arrears beyond any applicable notice and cure period in its payment of regularly recurring Rent; (f) the terms of all material alterations, modifications and amendments to the Leases are reflected in the Rent Roll delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated (other than to Mortgage Administrative Agent); (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed rent collected in advance); (i) except as set forth on Schedule X, the premises demised under the Leases have been completed, all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed and in all material respects, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced been made in full, and Schedule X attached hereto sets forth a true, correct and complete list of all landlord work and/or tenant allowances that are currently outstanding or may become due or owing to any Tenant pursuant to the payment terms of rent under such Tenant’s Lease at the Leases and option of Tenant; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereofpayment of any portion of the Rents (except for any Rents that have been prepaid) and except as set forth on Schedule X attached hereto and for the return of security deposits in accordance with the terms of any applicable Lease, and neither Borrower nor Mortgage Borrower has no any monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Borrower nor Mortgage Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made received any written claim notice from any Tenant challenging the validity or enforceability of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) intentionally omitted; (n) except as set forth on Schedule XIV, no Lease contains an option to purchase all or any portion of the applicable Property or right of first refusal to purchase all or any portion of the applicable Property, and with respect to each item listed on Schedule XIV, no such option to purchase or right of first refusal to purchase all or any portion of the applicable Property is applicable in connection with a foreclosure of the applicable Security Instrument or the Pledge Agreement or other exercise of remedies under the Loan Documents or the Mortgage Loan Documents; (o) neither Borrower nor Mortgage Borrower has granted to any Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) intentionally omitted; (r) to Borrower’s actual knowledge, each Tenant is in actual, physical occupancy of the Leases contains premises demised under its Lease (other than any option such Tenant that is not in actual, physical occupancy of such premises as a result of any legal requirement prohibiting or offer limiting such occupancy, including without limitation, any local government orders or directives relating to purchase or right “shelter-in-place,” “stay-at-home” and essential businesses, provided such Tenant is continuing to pay full rent and otherwise complying with the terms and conditions of first refusal to purchase the Property or any part thereofits Lease); (ms) neither the Leases nor the Rents have been assignedto Borrower’s actual knowledge, pledged there are no actions or hypothecated except to Lenderproceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, and no other Person has any interest therein except the Tenants thereunderin each case, under bankruptcy or similar insolvency laws or regulations; and (nt) to Borrower’s actual knowledge, no conditions exist which now give event has occurred giving any Tenant or party the right to “go dark” pursuant terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a co-tenancy provision. Prior to the provision of its LeaseClosing Date, if applicableBorrower or Mortgage Borrower has requested Tenant estoppel certificates from each Tenant.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Industrial Logistics Properties Trust)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender Lender, to the best of Borrower's knowledge, a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower's knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (Inland Western Retail Real Estate Trust Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Collateral Property (a “"Rent Roll”) "), which includes all Leases affecting the Collateral Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing DateDate for the Collateral Property: (ai) to the best of each of Owner's and Borrower's knowledge, each Lease is in full force and effect; (bii) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases , have commenced the payment of rent under the Leases Leases, and, to the best of each of Owner's and Borrower's knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (diii) to the best of each of Owner's and Borrower's knowledge, all Rents rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (eiv) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and, to the best of each of Owner's and Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fv) to the best of each of Owner's and Borrower's knowledge, no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding outstanding; nor to the best of each Borrower's knowledge, has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; Lease (gvi) to the best of each of Owner's and Borrower's knowledge, there is no present material default by the Tenant under any Lease; (hvii) all neither Owner nor Borrower holds any security deposits under the Leases have been collected by BorrowerLeases; (iviii) Borrower Owner is the sole owner of the entire landlord’s lessor's or sublessor's interest in each Lease; (jix) to the best of each of Owner's and Borrower's knowledge, each Lease is the valid, binding and enforceable obligation of Borrower Owner and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasesthereunder; (kx) to the best of each of Owner's and Borrower's knowledge, no Person has any possessory interest in, or right to occupy, the Collateral Property or any portion thereof except under the terms of a Lease; and (lxi) none neither Owner nor Borrower has received any written notice of default on the part of landlord under any Lease. Notwithstanding the foregoing, the breach of any of the representations contained in the preceding sentence shall not constitute an Event of Default provided that (i) the relevant Lease is not a Material Lease and (ii) the facts resulting in such breach do not, after taking into account all other facts resulting in other breaches of the representations contained in the preceding sentence, do not have a material adverse affect on the value, Net Operating Income, use or operation of the Collateral Property. None of the Leases contains any option or offer to purchase or right of first refusal to purchase the Collateral Property or any part thereof; (m) neither . Neither the Leases nor the Rents have been assigned, assigned or pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Leases that are delivered to Lender a Purchaser pursuant to Paragraph 2.1 are, in all material respects, true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Property (Property, including schedules for any and all executed amendments or supplements thereto. All information set forth in the Rent Roll, a true and correct copy of which is attached hereto as Exhibit H, is true, correct, and complete in all material respects as of the date hereof. Except as set forth in the Leases for Tenants not yet or Rent Roll, there are no leasing or other fees or commissions due, nor will any become due, in occupancy connection with any Lease or under which any renewal or extension or expansion of any Lease, and no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the rent commencement date has not occurred)procuring of tenants. To Borrower’s actual Seller's knowledge, except as disclosed in the Property Information, no tenants have asserted nor are there any defenses or offsets to rent accruing after the Closing Date and no material default or breach exists on the part of any tenant. Seller has not received any notice of any default or breach on the part of the landlord under any Lease, nor, to the best of Seller's knowledge, does there exist any such material default or breach on the part of the landlord. Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of Roll, all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary landlord's obligations to any Tenant under any Lease; (d) all Rents due and payable construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days performed in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll full and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against all concessions from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest paid and performed in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablefull.
Appears in 1 contract
Samples: Agreement of Purchase and Sale (National Rural Utilities Cooperative Finance Corp /Dc/)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases Leases, and to the best of Borrower's knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to the best of Borrower's knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.)
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting and the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) aging report and estoppel certificates Tenant estoppels delivered to Lender on or prior to the Closing Date: and approved by Lender, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (g) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dj) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gk) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (kl) no Person Lease contains an option to purchase, right of first refusal to purchase or any other similar provision; (m) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give Tenants have exercised any Tenant or party the right to “go dark” pursuant that they may have under their Leases and no Tenant has given Borrower notice that it is exercising (or has threatened to exercise) any right to xxxxx rent, “go dark” or terminate any Lease; (o) all security deposits relating to the provision Leases reflected on the Rent Roll have been collected by Borrower; (p) no brokerage commissions or finders fees are due and payable regarding any Lease; (q) each Tenant is in actual, physical occupancy of the premises demised under its Lease and is paying full rent under its Lease; and (r) no Tenant occupying 20% or more (by square feet) of the net rentable area of the Property is, if applicableto Borrower’s knowledge, a debtor in any state or federal bankruptcy or insolvency proceeding.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”"RENT ROLL") which includes all Leases affecting the Property (including schedules for all executed and contains an aging report setting forth past due amounts with respect to the Tenants; provided, however, that Lender acknowledges that, to the extent the Property consists of a recreational vehicle resort, written Leases for Tenants are not yet used in occupancy or under which the rent commencement date has not occurred)ordinary course of the Property's operation. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: ): (a) each Lease is in full force and effect; (b) the premises demised under the any Major Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the any Major Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Leasesuch Leases; (d) all Rents due and payable under the any Major Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) (1) no Tenant has made any written claim of a material default against the landlord under any Major Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any LeaseLease and (2) no more than five percent (5%) of Tenants under pad leases have made any written claims of material defaults from against the landlord which remain outstanding nor has Borrower or Manager received any written notice of material defaults from greater than five percent (5%) of the Tenants under such Leases; (g) to Borrower's knowledge there is no present material default by the a Tenant under any Major Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s 's interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the any Major Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease (or as otherwise provided for under applicable law); provided, however, that Lender acknowledges that, to the extent the Property consists of a recreational vehicle resort (and for so long as either Original Borrower or a Borrower Principal Affiliate is Borrower under the Loan), written Leases are not used in the ordinary course of the Property's operation; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof, except to the extent such rights of first refusal are provided to Tenants (occupying the Property under pad Leases) or a homeowner's association, solely as the result of applicable Legal Requirements; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “"go dark” " pursuant to the provision of its Leaseany Major Lease and/or the any REA. In the event there are any Leases affecting the Property relating to laundry facilities (each, if applicablea "LAUNDRY LEASE"), none of any such Laundry Leases (A) provides that the Tenant under such Laundry Lease shall be entitled to any proceeds payable in connection with a Casualty of Condemnation, (B) contains any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereof, (C) comprises a material portion of the Property or (D) imposes any material obligations upon Borrower.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Except as set forth in (i) the rent roll for each Individual Property which has been certified by Borrower has delivered to Lender a as true, correct and complete rent roll for and delivered to Lender in connection with the Property closing of the Loan (a the “Rent Roll”), (ii) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and any tenant estoppel certificates delivered to Lender on or prior to the Closing Date, or (iii) Schedule 4.25 attached hereto: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed completed, all alterations or other work required to be performed as of the Closing Date on the part of Borrower has been completed, and the Tenants under the Leases have accepted possession of and are in physical occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, to Borrower’s Knowledge, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and to Borrower’s Knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor nor, to Borrower’s Knowledge, has Borrower or Manager received, by in-persontelephonic, in‑person, e‑mail or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s Knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) to Borrower’s Knowledge, no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase the any Individual Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) to Borrower’s Knowledge, no conditions exist or events have occurred which now give any Tenant or party the right to “go dark” terminate its Lease or pay reduced Rent pursuant to the provision provisions of its LeaseLease and/or the REA. Borrower represents that it has heretofore delivered to Lender true, if applicablecorrect and complete copies of all Leases and any and all amendments or modifications thereof.
Appears in 1 contract
Samples: Loan Agreement (Griffin Capital Essential Asset REIT II, Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)Property. To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) aside from receivables, all Rents due and payable under the Leases have been paid and no substantial portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and Roll, and, to Borrower’s knowledge, there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) to Borrower’s knowledge, each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with between the Borrower and Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a LeaseLease or the Permitted Encumbrances; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase the Property or any part thereofthereof (except as may be required by any applicable Legal Requirements); and (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and and, to Borrower’s knowledge, no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicable.
Appears in 1 contract
Samples: Loan Agreement (Sun Communities Inc)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting ), the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and aging report and/or Tenant estoppel certificates delivered to and approved by Lender on or prior to in connection with the Closing Date: closing of the Loan, (a) each Lease Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Borrower is a party are valid and enforceable against Borrower and the Tenants set forth therein and are in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) Borrower has not received any written notice nor does Borrower have any knowledge that it is in default under any Lease and, to Borrower’s knowledge, no other party under any Lease is in default, in each case, beyond any applicable notice and cure periods; (e) except for any February 2022 Rent which has not yet been received due to the tenant not having processed Borrower’s payment instructions issued upon completion of the spin-off of Orion Office REIT Inc. from Realty Income Corporation as disclosed in writing to Lender prior to the date hereof, all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated by Borrower except to Lender; (g) none of the Rents have been collected for more than one (1) month in advance (it being agreed a security deposit or collection of operating expense pass-throughs shall not be deemed rent collected in advance); (h) the premises demised under the Leases have been completed to the extent Borrower, as landlord, is required to complete the same, and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis with no rent concessions to any Tenants except as disclosed on Schedule 3.17 attached hereto; (ci) the Tenants under the Leases have commenced the payment of rent under the Leases and to Borrower’s knowledge, there are exist no offsets, claims offsets or defenses to the enforcement thereof, and payment of any portion of the Rents; (j) Borrower has received no monetary obligations to written notice from any Tenant under challenging the validity or enforceability of any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no material agreements with the Tenants under the Leases other than as expressly set forth in each Lease or that have been delivered to Lender prior to the LeasesClosing Date; (kl) except as disclosed on Schedule 3.17 attached hereto, no Person Lease contains an option to purchase, right of first refusal to purchase, or right of first option to purchase, all or any portion of the Property, or any other similar provision; (m) to Borrower’s knowledge, no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (ln) none all security deposits relating to the Leases reflected on the Rent Roll have been collected by Borrower; (o) except as set forth on Schedule 3.17 attached hereto, no brokerage commissions or finders fees are due and payable by Borrower regarding any Lease; (p) [intentionally omitted]; (q) except as disclosed on Schedule 3.17 attached hereto, each Tenant is in occupancy of the Leases contains premises demised under its Lease and is paying full rent under its Lease, provided, that, for purposes of this clause (q), temporary adjustments to actual occupancy from time to time as a result of the COVID-19 pandemic shall not be deemed “going dark”, vacating or ceasing to occupy or ceasing to conduct business in the ordinary course (and, for the avoidance of doubt, any option non-occupancy for such time as mandated under so-called “stay at home” orders or offer directives shall not be considered a cessation of the conduct of business); (r) except as set forth on Schedule 3.17 attached hereto no Tenant has sublet any portion of the premises demised to purchase or right of first refusal to purchase the Property such Tenant under its Lease or any part portion thereof; (ms) neither the Leases nor the Rents have been assignedexcept as set forth on Schedule 3.17 attached hereto, pledged no Tenant has informed Borrower in writing or hypothecated except otherwise given written notice that it has or intends to Lender, and no other Person has any interest therein except the Tenants thereunder; and (nor will seek to) no conditions exist which now give any Tenant or party the right to “go dark” ”, vacate, cease to occupy or cease to conduct business in the ordinary course at its leased premises or any portion thereof, pursuant to any force majeure clause contained in its Lease or otherwise, including, without limitation, as a result of the COVID-19 pandemic other than temporary adjustments to actual occupancy from time to time which shall not be deemed “going dark”, vacating or ceasing to occupy or ceasing to conduct business in the ordinary course (and, for the avoidance of doubt, any non-occupancy for such time as mandated under so-called “stay at home” orders or directives shall not be considered a cessation of the conduct of business); (t) no Tenant has (i) asserted in writing any defense against the payment of any rent or other amounts under its Lease or the performance of any other obligations under its Lease, (ii) sought or given written notice to Borrower that it is seeking, or intends to seek, any relief or other concessions with respect to the payment of any rent or other amounts under its Lease or the performance of any other obligations under its Lease or (iii) made any other written request for or otherwise given written notice to Borrower that it is or will be seeking any amendment, deferral, forbearance, waiver or other modification of any term or provision of its Lease, if applicablein any case, pursuant to any force majeure clause contained in its Lease or otherwise as a result of any pandemic, including, without limitation, the COVID-19 pandemic; (u) Borrower is not currently in discussions or negotiations (directly or indirectly) with any Tenant with respect to, and no Tenant has requested in writing, any material amendment or modification of its Lease (including, without limitation, any reduction, deferral or waiver in the rent or the term thereof or in any other amounts due thereunder); (v) no Tenant occupying twenty percent (20%) or more (by square feet) of the net rentable area of the Property is, to Borrower’s knowledge, a debtor in any state or federal bankruptcy, insolvency or similar proceeding, (w) the leasing expenses (including tenant allowances) set forth on Schedule V are the only leasing expenses (including tenant allowances) that remain payable by Borrower under executed Leases as of the Closing Date, and the deadlines for certain Tenants to request the payment of amounts under their Lease as set forth on Schedule V are true and correct, (x) Schedule IV sets forth a true, correct and complete schedule of all outstanding rent concessions under executed Leases as of the Closing Date, and (y) except as set forth in Schedule 3.17 attached hereto, no Tenant has any early termination rights under its respective Lease (other than customary termination rights in connection with a material casualty, condemnation or interruption of services).
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the rent roll for the Property delivered to and approved by Lender (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Holdco is the lessor under the Operating Lease and Tenantco is the leasee under the Operating Lease and Tenantco is the owner and lessor of landlord’s interest in the Leases (other than the Operating Lease); (b) the Leases are valid and enforceable and in full force and effect; (bc) all of the Leases are arms-length agreements with bona fide, independent third parties; (d) no party under any Lease is in default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) the terms of all alterations, modifications and amendments to the Leases are reflected in the certified occupancy statement delivered to and approved by Lender; (g) none of the Rents reserved in the Leases have been assigned or otherwise pledged or hypothecated; (h) none of the Rents have been collected for more than one (1) month in advance (except a security deposit shall not be deemed rent collected in advance); (i) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted the same and have taken possession of and are in occupancy of all of their respective demised premisesthe same on a rent-paying basis; (cj) the Tenants under the Leases have commenced the payment of rent under the Leases and there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Borrower has no monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under Borrower has received no notice from any Tenant challenging the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount validity or enforceability of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (gl) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leaseseach Lease; (km) the Leases are valid and enforceable against Borrower and the Tenants set forth therein; (n) no Person Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no person or entity has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of and pursuant to a Lease; (lp) none no Lease has the benefit of a non-disturbance agreement that would be considered unacceptable to prudent institutional lenders; (q) all security deposits relating to the Leases contains any option or offer reflected on the certified rent roll delivered to purchase or right of first refusal to purchase the Property or any part thereofLender have been collected by Borrower; (mr) neither the Leases nor the Rents have been assigned, pledged no brokerage commissions or hypothecated except to Lender, finders fees are due and no other Person has payable regarding any interest therein except the Tenants thereunderLease; and (ns) no conditions exist which now give any each Tenant or party is in actual, physical occupancy of the right to “go dark” pursuant to the provision of premises demised under its Lease, if applicable.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The copies of the Leases delivered to Lender a true, Optionee pursuant to this Agreement are true and correct and complete rent roll for the Property (a “Rent Roll”) which includes all copies thereof. The Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is are in full force and effect; (b) . The Leases are the premises demised only leases affecting the Property which will not be terminated as of the Closing and the tenants under the Leases have been completed and are the Tenants only tenants thereof. To the best of Optionor's actual knowledge, there are no other agreements, written or oral, with respect to the tenancies, or the Improvements. There are no material defaults by Optionor under any of the Leases nor have accepted possession events occurred which with notice or passage of and time, or both, would constitute a material event of default by Optionor thereunder. Except as disclosed to Optionee in writing, there are in occupancy no material defaults by any tenant under any of the Leases which is known to Optionor, nor have events occurred which with notice or the passage of time, or both, would constitute a material event of default by such tenant thereunder which is known to Optionor. Optionor has not made any previous assignment, transfer or other disposition of all or any part of their respective demised premises; (c) the Tenants under its interest in any of the Leases have commenced (except in connection with financing the payment of rent under the Leases Property and which has been disclosed to Optionee) and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under encumbrances by Optionor covering the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) that will survive the rent payable under each Lease is the amount of fixed rent set forth Closing. The information contained in the Rent Roll is true, complete and there is no claim or basis for a claim by correct as of the Tenant thereunder for an offset or adjustment date the Rent Roll was delivered to Optionee and shall be revised as necessary to be true, complete and correct as of the Closing. The Rent Roll shall specify the amount of the Property's operating expenses which are passed through to the rent; (fProperty's tenant(s) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (in accordance with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablegenerally accepted accounting principles consistently applied.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledgeThe documents constituting the Leases -------------------- (including, Borrower has without limitation, all amendments, modifications, supplements, renewals, extensions and guarantees in connection therewith) that are delivered to Lender a the Acquirer pursuant to this Agreement are true, correct and complete rent roll for complete, in all material respects. There are no leasing or other fees or commissions due, nor will any become due, pursuant to the Property (a “Rent Roll”) which includes all Leases affecting terms of any Lease or any renewal or extension or expansion of any Lease, and no understanding or agreement with any party exists as to payment of any leasing commissions or fees regarding future leases or as to the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred)procuring of tenants. To Borrower’s actual the Owners' knowledge, except as set forth disclosed in the Rent Roll (as same has been updated by written notice thereof Leases, no tenants have asserted in writing that there are any defenses or offsets to Lender) and estoppel certificates delivered to Lender on rent accruing before or prior to after the Closing Date: (a) . The Owners have not received any notice of any default or breach on the part of the landlord under any Lease, nor, to the Owners' knowledge, does there exist any such default or breach on the part of the landlord. To the Owners' knowledge, all rental payments due under each Lease is have been paid through the date hereof, the Owners have not received any prepayment of rent for a period in full force excess of thirty (30) days, and effect; (b) no condition or event exists which, with the premises demised giving of notice or the passage of time, or both, would constitute a material default by any tenant under any Lease. The Owners have no notice that any of the landlord's obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have not been completed paid and performed in full, or any concessions from the Tenants landlord under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have not been paid and performed in full. The Owners have no portion thereof has been paid notice of any obligation, and have received no demand from any tenant, to perform any capital improvements or to provide funds for any period more than thirty tenant to perform capital improvements. All such improvements shall be completed without Liens and the costs of such improvements shall be fully paid as of the Closing Date. At Closing (30I) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases onlya Property (other than the Continuing Leases) communication to an authorized representative will (A) be a Sonic Lease within the meaning of Borrower or Managerthe Sonic Agreement, any notice of a material default under any Lease; and (gB) there is no present material default be guaranteed by SAI, and (II) each Continuing Lease will be guaranteed by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner Person, if any, guaranteeing such Lease as of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableEffective Date.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has The documents constituting the Leases that are delivered to Lender a Investor pursuant to Section 2.1 are true, correct and complete rent roll for copies of all of the Property (a “Rent Roll”) which includes all Leases affecting the Property (Real Property, including schedules for any and all executed amendments or supplements thereto, and guaranties or other security in connection therewith. The SPE is the lessor under and the owners and holders of the lessor’s leasehold estate under each of the respective Leases for Tenants not yet in occupancy or under which free and clear of all security interests, liens, charges and encumbrances created by SPE other than the rent commencement date Permitted Exceptions. The SPE has not occurred)entered into any lease or occupancy agreements affecting any portion of the Real Property or the Stadium Gateway Improvements other than the Leases. To Borrower’s actual knowledgeAll information set forth in the Rent Roll is or will be true, except correct, and complete in all material respects as of its date. Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Roll, there are no offsetsleasing or other fees or commissions due, claims nor will any become due, in connection with any Lease or defenses any renewal or extension or expansion of any Lease. Except as disclosed in the Property Information, no tenants have given the SPE written notice of any defense or offset to rent accruing after the enforcement thereofClosing or of material breach or default under their lease, and Borrower has no monetary default or breach exists on the part of the SPE. Except as set forth in the Rent Roll, all of the landlord’s obligations to any Tenant under any Lease; (d) all Rents due and payable construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and no portion thereof has been paid for performed in full and all concessions (other than any period more than thirty (30) days in advance; (e) the unexpired rent payable under each Lease is the amount of fixed rent abatement set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (fLeases) no Tenant has made any written claim of a material default against from the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, any notice of a material default under any Lease; (g) there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest paid and performed in each Lease; (j) each full. No tenant having a Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, affecting the Property is an affiliate of or any portion thereof except controlled by or under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicablecommon control with Contributor.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Except as set forth in the rent roll for the Property which has been certified by Borrower has delivered to Lender a as true, correct and complete rent roll for and delivered to Lender in connection with the Property closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing DateSchedule 4.25 attached hereto: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises[intentionally omitted]; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no Borrower has not received notice of any claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant Tenant, to Borrower’s knowledge, has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) to Borrower’s knowledge after due inquiry, no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal or right of first offer to purchase or lease the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) to Borrower’s knowledge no conditions exist or events have occurred which now give any Tenant or party the right to “go dark” terminate its Lease or pay reduced Rent pursuant to the provision provisions of its LeaseLease and/or the REA. Borrower represents that it has heretofore delivered to Lender true, if applicablecorrect and complete copies of all Leases and any and all amendments or modifications thereof.
Appears in 1 contract
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll for the Property (a “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease; (d) all Rents due and payable under the Leases have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding and enforceable obligation of Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under the terms of a Lease; (l) none of the Leases contains any option or offer to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Samples: Loan Agreement (Acadia Realty Trust)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete Except as disclosed in the certified rent roll for the Property delivered to Lender in connection with the closing of the Loan (a the “Rent Roll”) which includes all Leases affecting the Property (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except as set forth in the Rent Roll “unpaid charge” (as same has been updated by written notice thereof to Lenderi.e. ageing reports) and in the operating statements and management summaries delivered to Lender in connection with the closing of the Loan, or in the Tenant estoppel certificates delivered by Tenants to Mortgage Lender on in connection with the closing of the Loan or prior to the Closing Date: as disclosed in Schedule VII, (a) each Lease Mortgage Borrower is the sole owner of the entire lessor’s interest in the Leases; (b) the Leases to which Mortgage Borrower is a party are valid and enforceable and in full force and effecteffect (subject to laws affecting creditors’ rights generally and general principles of equity); (bc) all of the Leases to which Mortgage Borrower is a party are arms-length agreements with third parties not Controlled by Borrower; (d) neither Mortgagee Borrower nor, to Borrower’s knowledge, any other party under any Lease to which Mortgage Borrower is a party is in monetary or material non-monetary default; (e) all Rents due have been paid in full and no Tenant is in arrears in its payment of Rent; (f) there are no subleases at the Property with any Affiliate of Borrower; (g) none of the Rents reserved in the Leases to which Mortgage Borrower is a party are subject to any assignment, pledge or hypothecation, except pursuant to the Loan Documents; (h) none of the Rents have been collected for more than one (1) month in advance (except a Security Deposit shall not be deemed Rent collected in advance); (i) the premises demised under the Leases have been completed and (to the extent Mortgage Borrower, as landlord, is required to complete the same), all improvements, repairs, alterations or other work required to be furnished on the part of Mortgage Borrower under the Leases have been completed, the Tenants under the Leases have accepted the premises demised thereunder and have taken possession of the same on a rent-paying basis and are in occupancy of all of their respective demised premises; (c) any payments, credits or abatements required to be given by Mortgage Borrower to the Tenants under the Leases have commenced the payment of rent under the Leases and been made in full; (j) there are exist no offsets, claims offsets or defenses to the enforcement thereof, payment of any portion of the Rents and Mortgage Borrower has no outstanding monetary obligations obligation to any Tenant under any Lease; (dk) all Rents due and payable under the Leases have been paid and no portion thereof neither Mortgage Borrower, Mezzanine A Borrower nor Borrower has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease is the amount of fixed rent set forth in the Rent Roll and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease which remains outstanding nor has Borrower or Manager received, by in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Manager, received any notice from any Tenant challenging the validity or enforceability of a material default under any Lease; (gl) there is no present material default by the Tenant under any Leasecopies of the Leases provided to Lender are true, correct and complete copies of such Leases; (hm) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is the valid, binding are valid and enforceable obligation of against Mortgage Borrower and the applicable Tenant thereunder and there are no agreements with the Tenants under the Leases other than as expressly set forth in the Leasestherein; (kn) no Lease contains an option to purchase, right of first refusal to purchase, right of first refusal to lease additional space at the Property, or any other similar provision; (o) no Person has any possessory interest in, or right to occupy, the Property or any portion thereof except under and pursuant to a Lease and/or a Permitted Encumbrance; (p) all Security Deposits relating to the Leases are reflected on the Rent Roll and have been collected by Mortgage Borrower; (q) no brokerage commissions or finders fees are currently due and payable regarding any Lease; (r) each Tenant under a Major Lease is in actual, physical occupancy of the premises demised under its Lease; (s) to Borrower’s knowledge, there are no actions or proceedings (voluntary or otherwise) pending against any Tenants or guarantors under Leases, in each case, under bankruptcy or similar insolvency laws or regulations; and (t) no event has occurred giving any Tenant the right to cease operations at its leased premises (i.e., “go dark”), terminate its Lease or pay reduced or alternative Rent to Mortgage Borrower under any of the terms of such Lease, such as a Lease; co-tenancy provision. Prior to the Closing Date, Mortgage Borrower has requested Tenant estoppel certificates from each Tenant. Borrower has made available (lor caused to be made available) none to Lender true and correct copies of the all Leases contains any option or offer in effect with respect to purchase or right of first refusal to purchase the Property or any part thereof; (m) neither the Leases nor the Rents that have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and requested by Lender (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableany).
Appears in 1 contract
Samples: Mezzanine B Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Leases and Rent Roll. To Borrower’s actual knowledge, Borrower has delivered to Lender a true, correct and complete rent roll rolls for the Property Properties (collectively, a “Rent Roll”) which includes all Leases and the Operating Lease affecting the Property Properties (including schedules for all executed Leases for Tenants not yet in occupancy or under which the rent commencement date has not occurred). To Borrower’s actual knowledge, except Except as set forth in the Rent Roll (as same has been updated by written notice thereof to Lender) and estoppel certificates delivered to Lender on or prior to the Closing Date: (a) each Lease and Operating Lease is in full force and effect; (b) the premises demised under the Leases have been completed and the Tenants under the Leases and Operating Lease have accepted possession of and are in occupancy of all of their respective demised premises; (c) the Tenants under the Leases and Operating Lease have commenced the payment of rent under the Leases and Leases, there are no offsets, claims or defenses to the enforcement thereof, and Borrower has no monetary obligations to any Tenant under any Lease or Operating Lease; (d) all Rents due and payable under the Leases and Operating Lease have been paid and no portion thereof has been paid for any period more than thirty (30) days in advance; (e) the rent payable under each Lease and Operating Lease is the amount of fixed rent set forth in the Rent Roll Roll, and there is no claim or basis for a claim by the Tenant thereunder for an offset or adjustment to the rent; (f) no Tenant has made any written claim of a material default against the landlord under any Lease or Operating Lease which remains outstanding nor has Borrower or Manager received, by telephonic, in-person, or e-mail (with respect to Major Leases only) communication to an authorized representative of Borrower or Managerother communication, any notice of a material default under any Lease or Operating Lease; (g) to Borrower’s knowledge there is no present material default by the Tenant under any Lease or Operating Lease; (h) all security deposits under the Leases have been collected by Borrower; (i) Borrower is the sole owner of the entire landlord’s interest in each Lease; (j) each Lease is and Operating Lease are the valid, binding and enforceable obligation obligations of Borrower and the applicable Tenant thereunder and there are no material agreements with the Tenants under the Leases other than as expressly set forth in the Leases; (k) no Person has any possessory interest in, or right to occupy, the any Individual Property or any portion thereof except under the terms of a Lease or Operating Lease; (l) none of the Leases or Operating Lease contains any option or offer to purchase or right of first refusal to purchase the Property Properties or any part thereof; (m) neither the Leases or Operating Lease nor the Rents have been assigned, pledged or hypothecated except to Lender, and no other Person has any interest therein except the Tenants thereunder; and (n) no conditions exist which now give any Tenant or party the right to “go dark” pursuant to the provision of its Lease, if applicableLease and/or the REA.
Appears in 1 contract
Samples: Loan Agreement (Capital Lodging)
