Common use of TENANT ESTOPPEL CERTIFICATE Clause in Contracts

TENANT ESTOPPEL CERTIFICATE. Within ten (10) business days following a request in writing by Landlord, Tenant shall execute, acknowledge and deliver to Landlord an estoppel certificate, which, as submitted by Landlord, shall be substantially in the form of Exhibit E, attached hereto (or such other commercially reasonable form as may be required by any prospective mortgagee or purchaser of the Project, or any portion thereof), indicating therein any exceptions thereto that may exist at that time, and shall also contain any other factual information regarding the Premises of this Lease reasonably requested by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate may be relied upon by any prospective mortgagee or purchaser of all or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the receipt of Landlord’s second written request therefor shall constitute an acceptance of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exception.

TENANT ESTOPPEL CERTIFICATE. Within ten Upon request, and within fifteen (1015) business days following a request in writing Business Days written notice given by or on behalf of Landlord, Tenant shall execute, acknowledge execute and deliver to Landlord an estoppel certificate, whichLandlord, as submitted appropriate, a Tenant Estoppel Certificate which: (a) certifies that this Lease is unmodified and in full force and effect (or if there have been modifications, that the Lease is in full force and effect as modified and stating the modifications); (b) states whether Tenant has taken possession of the Premises; (c) states whether Tenant has sublet all or any part of the Premises or assigned this Lease in whole or in part; (d) states whether any rent abatements exist under this Lease and the dates to which the rent has been paid by LandlordTenant; (e) states whether or not, shall be substantially to the best knowledge of Tenant, Landlord is in default in the form performance of Exhibit Eany covenant, attached hereto agreement or condition contained in this Lease and, if so, specifying the nature of such default; (or f) if any improvements are required to be performed by Landlord under this Lease, stating that all such other commercially reasonable form as may be required by any prospective mortgagee or purchaser work has been satisfactorily completed or, if not, providing a list of items excepted; (g) states the Lease Commencement Date, the rent commencement date and the scheduled expiration date of the ProjectTerm; (h) states whether any security deposit has been posted; and (i) states the address to which notices to Tenant are to be sent, or it being intended that any portion thereof), indicating therein any exceptions thereto that may exist at that time, and shall also contain any other factual information regarding the Premises of this Lease reasonably requested by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate statement delivered pursuant hereto may be relied upon by any prospective mortgagee or purchaser of all or any portion of the Project. At any time during the Lease Term, others with whom Landlord may require be dealing. Tenant’s failure to execute and deliver the Tenant to provide Landlord with a current financial statement and financial statements of the two Estoppel Certificate within fifteen (215) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles andBusiness Days following demand shall, if such is the normal practice of failure continues for five (5) days following Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the ’s receipt of a second demand from Landlord’s second written request therefor shall , constitute an acceptance Event of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exceptionDefault.

TENANT ESTOPPEL CERTIFICATE. Within ten Tenant shall at any time during the term of this Lease, within fifteen (1015) business days following a request in writing by of written notice from Landlord, Tenant shall execute, acknowledge execute and deliver to Landlord an estoppel certificatea statement in writing certifying that this Lease is unmodified and in full force and effect or, whichif modified, as submitted stating the nature of such modification. Tenant’s statement shall include other reasonable details requested by Landlord, such as the date to which rent and other charges are paid, Tenant’s knowledge concerning any uncured defaults with respect to Landlord’s obligations under this Lease and the nature of such defaults if they are claimed, and such other matters as Landlord may reasonably request. Any such statement may be relied upon conclusively by any purchaser or lender having an interest in the Premises. Tenant’s failure to deliver such statements within such time shall be substantially conclusive upon the Tenant that this Lease is in full force and effect, except as and to the form of Exhibit Eextent any modification has been represented by Landlord, attached hereto and that there are no uncured defaults in Landlord’s performance, and that not more than one (1) month’s rent has been paid in advance. In addition, within fifteen (15) days after written request from Tenant, Landlord shall deliver to Tenant an estoppel certificate stating that (a) this Lease is in full force and effect and has not be modified, supplemented or amended in any way (or such other commercially reasonable form as may be required by any prospective mortgagee or purchaser specifying the date of the Projectagreement so affecting this Lease); (b) to Landlord’s actual knowledge, or any portion thereof), indicating therein any exceptions thereto that may exist at that time, and shall also contain any other factual information regarding the Premises Tenant is not in breach of this Lease reasonably requested by Landlord or (or, if so, a description of each such breach); (c) this Lease represents the entire agreement between the parties with respect to the Premises; (d) the date to which rent has been paid, (e) the unexpired term of this Lease, and (f) it is intended that any Landlord's mortgagee or prospective mortgagee. Any such certificate ’s statement may be relied upon by any a prospective mortgagee purchaser or purchaser lender of all or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared investor in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the receipt of Landlord’s second written request therefor shall constitute an acceptance of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exception.

TENANT ESTOPPEL CERTIFICATE. Within ten (10) business days following a request Seller shall use commercially reasonable efforts to receive estoppel certificates from all the tenants of the Real Property. As used in writing by Landlordthis Agreement, Tenant “commercially reasonable efforts” shall executenot include any obligation to institute or threaten legal proceedings, acknowledge and deliver to Landlord an declare or threaten to declare any person in default, to incur any liabilities, to expend any monies, or to cause any other person to do any of the foregoing. Each estoppel certificate, which, as submitted by Landlord, certificate shall be substantially in the form of attached as Exhibit E, attached hereto E (or such other if Seller, after using commercially reasonable form as efforts to obtain certificates in such form, is unable to obtain the same, then in the form, if any, prescribed in or permitted by the applicable Lease); provided, however, that any provisions of the applicable estoppel certificates respecting defaults, defenses, disputes, environmental matters, claims, offsets, credits, abatements, concessions and recaptures against rent and other charges may be required by any prospective mortgagee or purchaser limited to the actual knowledge of the Project, or applicable tenant. Buyer’s failure to object to any portion thereof), indicating therein any exceptions thereto that may exist at that time, and shall also contain any other factual information regarding the Premises of this Lease reasonably requested by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate may be relied upon by any prospective mortgagee or purchaser of all or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide any information or provision therein) by written comments notice to any proposed certificate delivered by Landlord) Seller given within a two five (25) business day period following days after Buyer’s receipt thereof (but not later than the receipt Closing Date) shall be deemed to constitute Buyer’s acceptance and approval thereof. If an estoppel certificate (or a combination of Landlord’s second written request therefor estoppel certificates) will have a Material Adverse Effect, then notwithstanding anything to the contrary herein, Buyer shall constitute an acceptance have the right to terminate the Agreement and receive a refund of the Premises Deposit, in which event, neither party shall have any further rights or obligations hereunder except for those obligations that expressly survive termination. Notwithstanding anything herein to the contrary, Seller’s failure to obtain such estoppel certificates shall in no event be deemed a default by Seller hereunder or a failed condition that will entitle Buyer to terminate the Agreement and an acknowledgment by Tenant that statements included receive a refund of the Deposit, but in the event that Seller fails to obtain an estoppel certificate are true for any Lease on or before the Outside Closing Date then, subject to the limitations of Section 16.4 hereof, Seller shall indemnify Buyer and correcthold Buyer harmless from any and all costs, without exceptionlosses, damages or expenses of any kind or nature arising out of or resulting from any defaults by Seller that exist pursuant to such Lease as of the Closing Date. Such indemnification obligation shall survive the Closing.

TENANT ESTOPPEL CERTIFICATE. Within ten (10) business days following Receipt by Buyer prior to the expiration of the Due Diligence Period of a request in writing tenant estoppel certificate addressed to Buyer, executed by LandlordULA with respect to the Lease as of a date which is dated after the Effective Date, Tenant shall execute, acknowledge and deliver to Landlord an estoppel certificate, which, as submitted by Landlord, shall be substantially in the form of Exhibit E, attached hereto as Exhibit G (the “ULA Estoppel”); provided, however, that if the form of tenant estoppel certificate attached hereto requests information in addition to or different than that required to be given pursuant to the ULA Lease, this condition will be satisfied if ULA executes an estoppel certificate in the form required pursuant to the ULA Lease. Seller shall use reasonable efforts (but without obligation to incur any cost or expense or institute any legal action) to obtain and deliver the ULA Estoppel. Any modifications to the ULA Estoppel shall be subject to the approval of Buyer, which approval shall not be unreasonably withheld or delayed. If Buyer fails to deliver written notice to Seller setting forth Buyer’s reasonable objections to any such other commercially reasonable form as modification to the ULA Estoppel within five (5) business days after Buyer’s receipt of such modified ULA Estoppel (which may be required submitted to Buyer in either the form proposed to be executed by any prospective mortgagee ULA or purchaser of the Project, or any portion thereof), indicating therein any exceptions thereto that may exist at that time, and shall also contain any other factual information regarding the Premises of this Lease reasonably requested as executed by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate may be relied upon by any prospective mortgagee or purchaser of all or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of TenantULA), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year Buyer shall be conclusively deemed satisfiedto have approved such modifications. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered In the event the ULA Estoppel is received by Landlord) within a Buyer more than two (2) business day period following days prior to the receipt of Landlord’s second written request therefor shall constitute an acceptance end of the Premises and an acknowledgment by Tenant that statements included Due Diligence Period, unless Buyer shall have terminated this Agreement in writing prior to the estoppel certificate are true and correctend of the Due Diligence Period, without exceptionBuyer shall be deemed to have approved (or waived) this condition as of the expiration of the Due Diligence Period.

TENANT ESTOPPEL CERTIFICATE. Within ten At anytime, upon the written request of Landlord or any Mortgagee, Tenant, within twenty (1020) business days following a request in writing by Landlordof the date of such written request, Tenant shall execute, acknowledge agrees to execute and deliver to Landlord an estoppel certificateand/or such Mortgagee, whichwithout charge and in a form satisfactory to Landlord and/or such Mortgagee, a written statement: (a) ratifying this Lease; (b) confirming the commencement and expiration dates of the Term of this Lease; (c) certifying that Tenant is in occupancy of the Leased Premises and that the Lease is in full force and effect and has not been modified, assigned, subleased, supplemented, or amended except by such writings as submitted shall be stated; (d) certifying that all conditions and agreements under this Lease to be satisfied or performed by Landlord have been satisfied and performed except as shall be stated; (e) certifying that Landlord is not in default under the Lease and there are no defenses, set-offs, recoupments, and/or counterclaims against the enforcement of this Lease by Landlord, or stating the defaults, defenses, set-offs, recoupments, and/or counterclaims, claimed by Tenant; (f) reciting the amount of advance Rent, if any, paid by Tenant and the date to which such Rent has been paid; (g) reciting the amount of security deposited with Landlord, if any; and (h) containing any other information which Landlord or the Mortgagee shall be substantially in the form require. The failure of Exhibit ETenant to execute, attached hereto (or such other commercially reasonable form as may be required by any prospective mortgagee or purchaser of the Project, or any portion thereof), indicating therein any exceptions thereto that may exist at that timeacknowledge, and shall also contain deliver to Landlord and/or any other factual information regarding Mortgagee a statement in accordance with the Premises provisions of this Lease reasonably requested Paragraph within the period set forth herein shall constitute an acknowledgment by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate Tenant which may be relied upon by any prospective mortgagee person holding or purchaser of all intending to acquire any interest whatsoever in the Property or any portion the Leased Premises, that this Lease has not been assigned, amended, changed, or modified, is in full force and effect, and that the Rent has been duly and fully paid not beyond the respective due dates immediately preceding the date of the Projectrequest for such statement. At Such failure shall also constitute as to any time during persons entitled to rely on such statements a waiver of any defaults by Landlord or defenses, set-offs, recoupments, or counterclaims against the enforcement of this Lease Term, by Landlord which may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years exist prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the receipt of Landlord’s second written request therefor shall constitute an acceptance date of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exceptionwritten request.

TENANT ESTOPPEL CERTIFICATE. Within ten Tenant agrees to furnish periodically, within twenty (1020) business days following a after written request in writing therefor by Landlord, Tenant shall execute, acknowledge and deliver to Landlord an estoppel certificate, which, as submitted by Landlord, shall be substantially in the form of Exhibit E, attached hereto (any Mortgagee or such other commercially reasonable form as may be required by any prospective mortgagee or purchaser of the ProjectLandlord’s interest, or any portion thereof), indicating therein any exceptions thereto that a certificate signed by Tenant (which may exist at that time, require a true and shall also contain any other factual information regarding the Premises correct copy of this Lease reasonably requested and any and all amendments hereto to be attached) certifying (to the extent same is true) that this Lease is in full force and effect and unmodified (or setting forth any modifications to this Lease); whether or not the Term has commenced and the amount of Monthly Rent then payable by Tenant under this Lease; that no Rental under this Lease has been paid more than sixty (60) days in advance of its due date; that the address for notices to be sent to Tenant is as set forth in this Lease (or has been changed by notice duly given and is as set forth in the certificate); that Tenant, as of the date of such certificate, has no charge, lien, or claim of offset under this Lease or otherwise against Rentals or other charges due or to become due hereunder except as set forth in such certificate; and that Tenant has no knowledge of any default by Landlord or Landlord's mortgagee or prospective mortgageethen existing under this Lease. To the extent that any of the foregoing assertions would not be true, Tenant’s certificate shall describe in reasonable detail the circumstances (including without limitation, the status of any claim of Tenant under Section 4.03 of this Lease) that then may make such assertions untrue. Any such certificate may be relied upon by any Landlord and prospective mortgagee purchaser or purchaser Mortgagee of all the Landlord Property or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the receipt of Landlord’s second written request therefor shall constitute an acceptance of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exceptionpart thereof.

TENANT ESTOPPEL CERTIFICATE. Within ten twenty (1020) business days following after receipt of a request in writing by from Landlord, Tenant shall execute, acknowledge and deliver to Landlord an estoppel certificatecertificate or other statement (each, which, as submitted by Landlord, shall a “Tenant Estoppel Certificate”) to be substantially in the form of Exhibit E, attached hereto (or such other commercially reasonable form as may be required by furnished to any prospective mortgagee or purchaser of the ProjectPremises or to any prospective lender, which Tenant Estoppel Certificate shall include such commercially reasonable provisions as are customarily requested by purchasers or lenders, including, without limitation, any or all of the following matters, to the extent each may be true: that the Lease is in effect and not subject to any rental offsets, claims, or defenses to its enforcement; the commencement and expiration dates of the Lease term and any portion thereof), indicating therein remaining unexercised Extension Periods; that Tenant is paying rent on a current basis; that any exceptions thereto improvements required to be furnished under the Lease have been completed in all respects; that may exist at the Lease constitutes the entire agreement between Tenant and Landlord relating to the Premises; that time, and shall also contain any other factual information regarding Tenant has accepted the Premises and is in possession thereof; that the Lease has not been modified, altered, or amended except in specified respects by specified instruments; that Tenant has no notice of this Lease any prior assignment, hypothecation, or pledge of rents or the Lease; and such other matters as reasonably requested by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate may be relied requested. Tenant shall also, upon by request of Landlord, certify and agree for the benefit of any prospective mortgagee Lender, that Tenant will not look to such Lender: as being liable for any act or purchaser omission of all or Landlord; as being obligated to cure any portion defaults of the Project. At any time during Landlord under the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the two (2) years which occurred prior to the current financial statement year. Such statements shall be prepared in accordance with generally accepted accounting principles andtime Lender, if such is the normal practice of Tenantits successors or assigns, shall be audited by an independent certified public accountant. Notwithstanding the foregoing, for any year during which (i) stock acquired Landlord’s interest in the entity which constitutes Premises by foreclosure or otherwise, as being bound by any payment of rent or Additional Rent by Tenant to Landlord for more than one (1) month in advance; or as being bound by Landlord to any amendment or modification of the Lease without Xxxxxx’s written consent. Failure to deliver the documents required under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day Article 19 in the time period following the receipt of Landlord’s second written request therefor required shall constitute an acceptance Event of Default without the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exceptionneed for any notice or cure period.

TENANT ESTOPPEL CERTIFICATE. Within It will be a condition to Purchaser’s obligation to consummate Closing that Seller obtain and deliver to Purchaser at least two (2) Business Days prior to the Closing, an estoppel certificate from Tenant in substantially the form attached hereto as Exhibit D; provided an estoppel certificate executed by Tenant in the form required by the Tenant Lease shall satisfy the requirement of this Section 7.2 (“Tenant Estoppel Certificate”). For the avoidance of doubt, in the event that Tenant does not agree to Paragraphs 14 and 16 of the Form of Tenant Estoppel Certificate attached hereto as Exhibit D, the failure to include the same shall not cause the executed Tenant Estoppel Certificate to fail to satisfy the requirements of this Section 7.2. For the Tenant Estoppel Certificate to satisfy the conditions under this Section 7.2, it shall not (i) reflect a monetary default, a material non-monetary default, or an event which, with the giving of notice and/or passage of time, could reasonably be expected to result in a monetary default or material non-monetary default by the landlord or Tenant under the Tenant Lease, (ii) reflect a material discrepancy with the terms of the Tenant Lease, (iii) contain a statement, information or allegation inconsistent with (a) Seller’s representations or warranties contained in this Agreement or (b) the documents or other materials provided by Seller to Purchaser on or before the date that is one (1) Business Day prior to the expiration of the Property Approval Period, (iv) contain a statement, information or allegation regarding a dispute between Tenant and Seller, and (v) be executed by Tenant more than ten (10) business days following a request in writing by Landlordprior to Closing. Prior to delivery of the form of estoppel certificate to the Tenant, Tenant shall execute, acknowledge and Seller will deliver to Landlord an Purchaser a completed form of estoppel certificate, which, as submitted by Landlord, shall be substantially in the form of Exhibit E, attached hereto (as Exhibit D or such other commercially reasonable form as may be required by the Tenant Lease and containing the information contemplated thereby. Within three (3) Business Days following Purchaser’s receipt thereof, Purchaser will send to Seller notice either (i) approving such form as completed by Seller or (ii) setting forth in detail all changes to such form which Purchaser reasonably believes to be appropriate to make the completed form of estoppel certificate accurate and complete. Seller will make such changes to the extent Seller agrees such changes are appropriate, except that Seller will not be obligated to make any prospective mortgagee changes which request more expansive information than is contemplated by Exhibit D or purchaser of the Project, or any portion thereof), indicating therein any exceptions thereto that may exist form required by the Tenant Lease. In no event shall Seller’s failure to obtain the Tenant Estoppel Certificate in accordance with this Section 7.2 constitute a default by Seller under this Agreement. Purchaser’s sole and exclusive remedy for a failure to obtain the Tenant Estoppel Certificate is set forth in Section 10.11. If the Tenant Estoppel Certificate is not obtained at that time, and shall also contain any other factual information regarding the Premises of this Lease reasonably requested by Landlord or Landlord's mortgagee or prospective mortgagee. Any such certificate may be relied upon by any prospective mortgagee or purchaser of all or any portion of the Project. At any time during the Lease Term, Landlord may require Tenant to provide Landlord with a current financial statement and financial statements of the least two (2) years Business Days prior to the current financial statement year. Such statements Closing Date, each of Purchaser and Seller shall be prepared have the right to extend Closing for up to fifteen (15) days in accordance with generally accepted accounting principles and, if order to obtain the Tenant Estoppel Certificate by delivering written notice of such is extension to the normal practice of Tenant, shall be audited by an independent certified public accountant. Notwithstanding other on or prior to the foregoing, for any year during which (i) stock in the entity which constitutes Tenant under this Lease (as opposed to an entity that controls Tenant or is otherwise an affiliate of Tenant) is publicly traded on NASDAQ or a national stock exchange, and (ii) Tenant has its own, separate and distinct 10K and 10Q filing requirements (as opposed joint or cumulative filings with an entity that controls Tenant or with entities which are otherwise affiliates of Tenant), then Tenant's obligation to provide Landlord with a copy of its financial statements for any such year shall be deemed satisfied. Failure of Tenant to timely execute, acknowledge and deliver such estoppel certificate (or provide written comments to any proposed certificate delivered by Landlord) within a two (2) business day period following the receipt of Landlord’s second written request therefor shall constitute an acceptance of the Premises and an acknowledgment by Tenant that statements included in the estoppel certificate are true and correct, without exceptionoriginally scheduled Closing Date.