Definition of Ground Lease Estoppel Criteria


Ground Lease Estoppel Criteria means the Ground Lease Estoppel Certificate (i) does not identify any material document which comprises the GHM Ground Lease other than documents shown on Schedule 12.3.12; (ii) states that GHM II is not in default under the GHM Ground Lease (which statement may be qualified by the actual knowledge of the Ground Lessor); (iii) states that the GHM Ground Lease is in full force and effect; (iv) states that no condition or state of facts presently exists that would give the GHM Ground Lessor the right to terminate the GHM Ground Lease (which statements may be qualified by the actual knowledge of the Ground Lessor); (v) states that the GHM Ground Lessor is not in default under the GHM Ground Lease (which statement may be qualified by the actual knowledge of the Ground Lessor); and (vi) states the amount of the base rent currently required to be paid under the GHM Ground Lease; provided that, if any disclosure which expressly contradicts any one or more of the required statements set forth in clauses (i) through (vi) above was contained in the Schedules to this Agreement and expressly refers to this Section 1.1.99 (as such Schedules may be updated in accordance with, and subject to, the terms and conditions of Section 5.4), then such required statement or statements shall be deemed satisfied notwithstanding such disclosure.

Examples of Ground Lease Estoppel Criteria in a sentence

If the Ground Lease Estoppel Certificate is delivered after the Contingency Date, then the Ground Lease Estoppel Certificate shall either (a) be acceptable to Buyer, or (b) satisfy each of the Ground Lease Estoppel Criteria.
The Seller's representations and warranties contained herein shall be deemed amended to conform to all matters disclosed in the Ground Lease Estoppel Certificate if it satisfies each of the Ground Lease Estoppel Criteria, is accepted by Buyer or is deemed accepted by Buyer.
If Buyer timely objects to the Ground Lease Estoppel Certificate, which objection may only be given if and to the extent it fails to satisfy a Ground Lease Estoppel Criteria, Seller shall have fifteen (15) Business Days] from the date of such objections (not to extend past five (5) Business Days before the Closing Date) (the "Ground Lease Estoppel Cure Period") within which to cure such objections to Buyer's reasonable satisfaction.