Common use of Additional Closing Deliveries Clause in Contracts

Additional Closing Deliveries. Administrative Agent shall have received the following on the date hereof in form and substance satisfactory to Administrative Agent: (i) An opinion or opinions from counsel for Borrower and Guarantor covering such items as Administrative Agent and its counsel may require; (ii) Current UCC, tax and judgment searches made in such places as Administrative Agent may specify, covering Borrower and showing no filings relating to, or which could relate to, the Mortgaged Property other than those made hereunder; (iii) Evidence of the insurance required under Section 7.01 hereof; (iv) A commitment to issue the Title Policy for each Property, together with copies of all documentation evidencing exceptions raised therein; (v) An ALTA survey of each Property certified in a manner acceptable to Administrative Agent (the "Survey"); (vi) Copies of organizational documents for Borrower, Guarantor and any other entity reasonably requested by Administrative Agent based on the organizational chart for Borrower, together with good standing certificates, resolutions, incumbency certificates, and such other evidence of authority to enter into the Loan Documents as Administrative Agent may reasonably require. (vii) A copy of the contracts to purchase the Greenhouse Property and the related closing statement; (viii) Evidence indicating whether the Improvements or any part thereof for any Property are or will be located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by the Federal Emergency Management Agency, and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements and contents, if applicable, all in form, substance and amount satisfactory to Administrative Agent and the Lenders; (ix) An Appraisal for each Property acceptable to Administrative; (x) A soils report with respect to each Property prepared by an engineer acceptable to Administrative Agent, and copies of all other inspection and test reports with respect to each Property made by or for Borrower; (xi) An environmental report with respect to each Property prepared by an environmental consultant acceptable to Administrative Agent; (xii) Evidence indicating compliance by the Improvements for each Property with applicable zoning requirements (without requirement for a variance); (xiii) Evidence that all utilities and municipal services required for the operation of the Improvements are available at each Property; (xiv) The most recent available financial statements of Borrower and Guarantor; (xv) [Reserved] (1) A certificate of an authorized representative of Borrower and Guarantor certifying as to the operating agreements for each of Borrower and Guarantor, (2) the authorizing resolutions of Borrower and Guarantor, and (3) incumbency certificate and specimen signatures of signatories for Borrower and Guarantor, together with (x) a copy of the Certificate of Formation for Borrower and Guarantor, each certified by the Delaware Secretary of State as of a recent date, (y) certificates of good standing as of a recent date for Borrower and Guarantor from the Delaware Secretary of State, and (z) a certificate of good standing as of a recent date for each Borrower from the Secretary of State of the state of each Borrower's formation; (xvii) Copies of all leases for space of 10,000 square feet or more within each Property, together with estoppel letters from tenants occupying in the aggregate at least 75% of the leasable space within the Improvements at each Property (or other amounts acceptable to Administrative Agent), and in the form received by Borrower in connection with its acquisition of each Property, with such changes thereto as Administrative Agent reasonably requests so as to allow Administrative Agent to rely on and enforce any such estoppels; (xviii) [Intentionally Deleted]; (xix) A signed IRS Form W 8 or W 9 as applicable for each Borrower and Guarantor; (xx) A copy of the environmental insurance policy covering the Property, including all endorsements, amendments, renewals, and certificates, in all respects acceptable to Administrative Agent; (xxi) All other due diligence items required by Administrative Agent, including without limitation copies of all exceptions listed in the title report, the soils report, copies of licenses, permits and related agreements pertaining to each Property, and any other due diligence items required by Administrative Agent; (xxii) A legal review of all legal and regulatory matters satisfactory to Administrative Agent; (xxiii) Borrower shall have paid all fees and costs then owing to Administrative Agent and Lenders; (xxiv) A Borrowing Base Certificate executed by Borrower; (xxv) All representations and warranties contained herein and in the other Loan Documents shall be true and correct in all material respects (including, without limitation, representations relating to any material adverse change in the condition of Borrower or Guarantor and any representation relating to litigation impacting Borrower or Guarantor); and (xxvi) Such other information and documents as Administrative Agent may reasonably require. Borrower shall have a right to request in writing that Lender notify Borrower of any conditions specified above in this Section 2.02 that have not been satisfied prior to the proposed date and time of the recordation of the Mortgage, provided that Borrower shall make such request at least 24 hours prior to the scheduled time of such recordation; and Lender shall make a good faith effort to identify, prior to such recordation, any such outstanding items specified above in Section 2.02 that have not yet been satisfied.

Additional Closing Deliveries. Administrative Agent Lender shall have received on or before the date of this Agreement, the following on the date hereof in form and substance satisfactory to Administrative AgentLender: (i) An opinion or opinions from counsel for Borrower and Guarantor covering such items as Administrative Agent Lender and its counsel may reasonably require; (ii) Current UCC, tax and judgment searches made in such places as Administrative Agent may specify, covering Borrower and showing no filings relating to, or which could relate to, the Mortgaged Property other than those made hereunder; (iii) Evidence of the insurance required under Section 7.01 hereof; (iv) A commitment to issue the Title Policy for each Property, together with copies of all documentation evidencing exceptions raised therein; (v) An ALTA survey of each Property certified in a manner acceptable to Administrative Agent (the "Survey"); (vi) Copies of organizational documents for Borrower, Guarantor and any other entity reasonably requested by Administrative Agent Lender based on the organizational chart for Borrower, together with good standing certificatescertificates (or their equivalent in the jurisdiction of organization of the applicable entity), resolutions, incumbency certificates, and such other evidence of authority to enter into the Loan Documents as Administrative Agent Lender may reasonably require.; (iii) Current UCC, tax and judgment searches dated no earlier than thirty (30) days prior to the date of this Agreement made in such places as Lender may reasonably specify, covering Borrower and showing no filings relating to, or which could relate to, the Property other than those made under this Agreement; (iv) Evidence of the insurance required under Section 5.01; (v) A commitment to issue the Title Policy, together with copies of all documentation evidencing exceptions therein; (vi) An ALTA/NSPS survey of the Property certified in a manner acceptable to Lender (the “Survey”); (vii) A copy of Evidence satisfactory to Lender that the contracts to purchase the Greenhouse Property and the related closing statementLoan-to-Value Ratio is no more than fifty percent (50%); (viii) Evidence indicating whether An Appraisal of the Improvements or any part thereof for any Property are or will be located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by the Federal Emergency Management Agency, and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements and contents, if applicable, all in form, substance and amount satisfactory to Administrative Agent and the LendersProperty; (ix) An Appraisal for each Property acceptable to AdministrativeThe most recent available financial statements of Borrower and Guarantor; (x) A soils report with respect to each Property prepared by an engineer acceptable to Administrative Agent, and copies Evidence of all other inspection and test reports with respect to each Property made by or for Borrowersatisfaction of the Flood Insurance Requirements; (xi) An environmental report with respect to each the Property prepared by an environmental consultant acceptable to Administrative AgentLender; (xii) Reserved. ​ ​ (xiii) Evidence indicating compliance by the Improvements for each Property with applicable zoning requirements (without requirement for a variance); (xiiixiv) Evidence that all utilities and municipal services (other than electricity and gas) required for the construction and operation of the Improvements are available at each the Property; (xiv) The most recent available financial statements of Borrower and Guarantor; (xv) [Reserved] (1) A certificate Copies of an authorized representative of Borrower and Guarantor certifying as to the operating agreements for each of Borrower and Guarantor, (2) the authorizing resolutions of Borrower and Guarantor, and (3) incumbency certificate and specimen signatures of signatories for Borrower and Guarantorexecuted Amazon Lease, together with (x) a copy of the Certificate of Formation for Borrower and Guarantor, each certified by the Delaware Secretary of State as of a recent date, (y) certificates of good standing as of a recent date for Borrower and Guarantor from the Delaware Secretary of Statetenant estoppel certificate, and a fully executed subordination, non-disturbance and attornment agreement in form and substance acceptable to Lender for the Amazon Lease; (zxvi) a certificate A Certification of good standing as of a recent date for each Borrower from the Secretary of State of the state of each Borrower's formationNon-Foreign Status; (xvii) Copies of all leases for space of 10,000 square feet A signed IRS Form W-8 or more within each Property, together with estoppel letters from tenants occupying in the aggregate at least 75% of the leasable space within the Improvements at each Property (or other amounts acceptable to Administrative Agent), and in the form received by Borrower in connection with its acquisition of each Property, with such changes thereto W-9 as Administrative Agent reasonably requests so as to allow Administrative Agent to rely on and enforce any such estoppelsapplicable; (xviii) [Intentionally Deleted]Reserved; (xix) A signed IRS Form W 8 geotechnical report with respect to the Property prepared by an engineer acceptable to Lender, and copies of all other inspection and test reports with respect to the Property made by, or W 9 as applicable for each Borrower and Guarantorfor, Borrower; (xx) A copy of the environmental insurance policy covering the Property, including all endorsements, amendments, renewals, and certificates, in all respects acceptable to Administrative Agent;The Beneficial Ownership Certification; and (xxi) All other due diligence items required by Administrative AgentCopies of the executed Development Agreement, including without limitation copies of all exceptions listed in the title report, the soils report, copies of licenses, permits and related agreements pertaining to each Property, and any other due diligence items required by Administrative Agent; (xxii) A legal review of all legal and regulatory matters satisfactory to Administrative Agent; (xxiii) Borrower shall have paid all fees and costs then owing to Administrative Agent and Lenders; (xxiv) A Borrowing Base Certificate executed by Borrower; (xxv) All representations and warranties contained herein and in the other Loan Documents shall be true and correct in all material respects (including, without limitation, representations relating to any material adverse change in the condition of Borrower or Guarantor and any representation relating to litigation impacting Borrower or Guarantor); and (xxvi) Such other information and documents as Administrative Agent Lender may reasonably require. Borrower shall have a right to request in writing that Lender notify Borrower of any conditions specified above in this Section 2.02 that have not been satisfied prior to the proposed date and time of the recordation of the Mortgage, provided that Borrower shall make such request at least 24 hours prior to the scheduled time of such recordation; and Lender shall make a good faith effort to identify, prior to such recordation, any such outstanding items specified above in Section 2.02 that have not yet been satisfied.

Additional Closing Deliveries. Administrative Agent Lender shall have received the following on the date hereof in form and substance satisfactory to Administrative AgentLender: (i) An opinion covering such items as Lender and its counsel may require; or opinions from counsel for Borrower and Guarantor Borrower, Guarantor, Property Manager covering such items as Administrative Agent Lender and its counsel may require; (ii) Current UCC, tax and judgment searches made in such places as Administrative Agent Lender may specify, covering Borrower and showing no filings relating to, or which could relate to, the Mortgaged Property other than those made hereunder; (iii) Evidence of the insurance required under Section 7.01 hereof; (iv) A commitment to issue the Title Policy for each PropertyPolicy, together with copies of all documentation evidencing exceptions raised therein; (v) An ALTA survey of each the Property certified in a manner acceptable to Administrative Agent Lender (the "“Survey"”); (vi) Copies For each Borrower and Guarantor: (i) a copy of the organizational documents for Borrower, Guarantor each such entity; (ii) evidence of the proper formation and any other entity reasonably requested by Administrative Agent based on the organizational chart for Borrower, together with good standing certificatesof each such entity in the state of its organization; (iii) evidence of qualification or registration of each Borrower in the State of Arkansas, and (iv) proper resolutions, incumbency authorizations, certificates, and such other evidence of authority to enter into the Loan Documents document as Administrative Agent Lender may reasonably require., relating to the existence and good standing of each such entity and the authority of any person executing documents on behalf of each such entity; (vii) A copy of the contracts contract to purchase the Greenhouse Property and the related closing statement, certified as true, correct and complete by Borrower; (viii) Evidence indicating whether the Improvements or any part thereof for any Property are or will be is located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by the Federal Emergency Management Agency, ; and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements building and contents, if applicable, all in form, form and substance and amount satisfactory to Administrative Agent and the Lenders;Lender. (ix) An Appraisal for each Property acceptable showing the Loan-to-Value Ratio to Administrativebe no more than fifty percent (50%); (x) A soils report with respect to each Property prepared by an engineer acceptable to Administrative Agent, and copies of all other inspection and test reports with respect to each Property made by or for Borrower; (xi) An environmental report with respect to each the Property prepared by an environmental consultant acceptable to Administrative AgentLender; (xiixi) Evidence indicating compliance by the Improvements for each Property with applicable zoning requirements (without requirement for a variance); (xiiixii) Evidence that all utilities and municipal services required for the operation of the Improvements are available at each the Property; (xivxiii) The most recent available financial statements of Borrower and Guarantor; (xv) [Reserved] (1) A certificate of an authorized representative of Borrower and Guarantor certifying as to the operating agreements for each of Borrower and Guarantor, (2) the authorizing resolutions of Borrower and Guarantor, and (3) incumbency certificate and specimen signatures of signatories for Borrower and Guarantor, together with (x) a copy of the Certificate of Formation for Borrower and Guarantor, each certified by the Delaware Secretary of State as of a recent date, (y) certificates of good standing as of a recent date for Borrower and Guarantor from the Delaware Secretary of State, and (z) a certificate of good standing as of a recent date for each Borrower from the Secretary of State of the state of each Borrower's formation; (xviixiv) Copies of all leases for space of 10,000 square feet or more within each PropertyLeases executed with respect to the Improvements, together with estoppel letters from tenants occupying a fully executed subordination, non-disturbance and attornment agreement in the aggregate at least 75% of the leasable space within the Improvements at each Property (or other amounts form and substance acceptable to Administrative Agent)Lender for each Major Lease requested by Lender. With respect to ▇▇▇ ▇▇▇▇▇▇, Borrower shall use commercially reasonable efforts to obtain a subordination non-disturbance and attornment agreement in the form received by Borrower in connection with attached to its acquisition of each Property, with such changes thereto as Administrative Agent reasonably requests so as to allow Administrative Agent to rely on and enforce any such estoppelslease; (xviiixv) [Intentionally Deleted]A Certification of Non-Foreign Status; (xixxvi) Satisfactory evidence that Borrower has invested cash equity in the Mortgaged Property in an amount not less than $20,725,000. (xvii) A signed IRS Form W 8 W-8 or W 9 W-9 as applicable for each Borrower and Guarantor; (xx) A copy of the environmental insurance policy covering the Property, including all endorsements, amendments, renewals, and certificates, in all respects acceptable to Administrative Agent; (xxi) All other due diligence items required by Administrative Agent, including without limitation copies of all exceptions listed in the title report, the soils report, copies of licenses, permits and related agreements pertaining to each Property, and any other due diligence items required by Administrative Agent; (xxii) A legal review of all legal and regulatory matters satisfactory to Administrative Agent; (xxiii) Borrower shall have paid all fees and costs then owing to Administrative Agent and Lenders; (xxiv) A Borrowing Base Certificate executed by Borrower; (xxv) All representations and warranties contained herein and in the other Loan Documents shall be true and correct in all material respects (including, without limitation, representations relating to any material adverse change in the condition of Borrower or Guarantor and any representation relating to litigation impacting Borrower or Guarantor)applicable; and (xxvixviii) Such other information and documents as Administrative Agent Lender may reasonably require. Borrower shall have a right to request in writing that Lender notify Borrower of any conditions specified above in this Section 2.02 that have not been satisfied prior to the proposed date and time of the recordation of the Mortgage, provided that Borrower shall make such request at least 24 hours prior to the scheduled time of such recordation; and Lender shall make a good faith effort to identify, prior to such recordation, any such outstanding items specified above in Section 2.02 that have not yet been satisfied.

Additional Closing Deliveries. Administrative Agent Agent, or any Lender as applicable, shall have received the following on the date hereof in form and substance satisfactory to Administrative Agent: (i) An opinion or opinions from counsel for Borrower and Guarantor covering such items as Administrative Agent and its counsel may require; (ii) Current UCC, tax and judgment searches made in such places as Administrative Agent may specify, covering Borrower and showing no filings relating to, or which could relate to, the Mortgaged Property other than those made hereunder; (iii) Evidence of the insurance required under Section 7.01 hereof; (iv) A commitment to issue the Title Policy for each PropertyPolicy, together with copies of all documentation evidencing exceptions raised therein; (v) An ALTA ALTA/NSPS survey of each the Property certified in a manner acceptable to Administrative Agent (the "“Survey"”); (vi) Copies of organizational documents for Borrower, Guarantor and any other entity reasonably requested by Administrative Agent based on the organizational chart for Borrower, together with good standing certificates, resolutions, incumbency certificates, and such other evidence of authority to enter into the Loan Documents as Administrative Agent may reasonably require. (vii) Intentionally Omitted; (viii) A copy of the contracts contract to purchase the Greenhouse Property and the related closing statementstatement executed by Borrower; (viiiix) Evidence indicating whether the Improvements or any part thereof for any Property are or will be located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by the Federal Emergency Management AgencyFEMA, and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements and contents, if applicable, all in form, substance and amount satisfactory to Administrative Agent and the Lenders; (ix) An Appraisal for each Property acceptable to AdministrativeAgent; (x) A soils report with respect An Appraisal showing the Loan-to-Value Ratio to each Property prepared by an engineer acceptable to Administrative Agent, and copies of all other inspection and test reports with respect to each Property made by or for Borrowerbe no more than sixty-five percent (65%); (xi) Intentionally Omitted; (xii) An environmental report with respect to each the Property prepared by an environmental consultant acceptable to Administrative Agent; (xiixiii) Intentionally Omitted; (xiv) Evidence indicating compliance by the Improvements for each Property with applicable zoning requirements (without requirement for a variance); (xiiixv) Evidence that all utilities and municipal services required for the operation of the Improvements are available at each the Property; (xivxvi) The most recent available financial statements of Borrower and Guarantor; (xv) [Reserved] (1) A certificate of an authorized representative of Borrower and Guarantor certifying as to the operating agreements for each of Borrower and Guarantor, (2) the authorizing resolutions of Borrower and Guarantor, and (3) incumbency certificate and specimen signatures of signatories for Borrower and Guarantor, together with (x) a copy of the Certificate of Formation for Borrower and Guarantor, each certified by the Delaware Secretary of State as of a recent date, (y) certificates of good standing as of a recent date for Borrower and Guarantor from the Delaware Secretary of State, and (z) a certificate of good standing as of a recent date for each Borrower from the Secretary of State of the state of each Borrower's formation; (xvii) Copies of all leases for space of 10,000 square feet or more within each Property, together with estoppel letters from tenants occupying in the aggregate at least 75% of the leasable space within the Improvements at each Property (or other amounts acceptable to Administrative Agent), and in the form received by Borrower in connection with its acquisition of each Property, with such changes thereto as Administrative Agent reasonably requests so as to allow Administrative Agent to rely on and enforce any such estoppelsIntentionally Omitted; (xviii) [Intentionally Deleted]Omitted; (xix) A signed IRS Form W 8 or W 9 as applicable for each Borrower and GuarantorIntentionally Omitted; (xx) A copy Certification of the environmental insurance policy covering the Property, including all endorsements, amendments, renewals, and certificates, in all respects acceptable to Administrative AgentNon-Foreign Status; (xxi) All other due diligence items required by Administrative Agent, including without limitation copies of all exceptions listed in the title report, the soils report, copies of licenses, permits and related agreements pertaining to each Property, and any other due diligence items required by Administrative AgentA signed IRS Form W-8 or W-9 as applicable; (xxii1) A At least five (5) days prior to the date hereof, all documentation and other information regarding Borrower requested in connection with applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act, to the extent requested in writing of Borrower at least ten (10) days prior to the date hereof, and (2) to the extent Borrower qualifies as a “legal review of all legal and regulatory matters satisfactory entity customer” under the Beneficial Ownership Regulation, at least five (5) days prior to Administrative Agent; the date hereof, any Lender that has requested, in a written notice to Borrower at least ten (xxiii10) days prior to the date hereof, a Beneficial Ownership Certification in relation to Borrower shall have paid all fees received such Beneficial Ownership Certification (provided that, upon the execution and costs then owing delivery by such Lender of its signature page to Administrative Agent and Lenders; this Agreement, the condition set forth in this clause (xxiv2) A Borrowing Base Certificate executed by Borrower; (xxv) All representations and warranties contained herein and in the other Loan Documents shall be true and correct in all material respects (including, without limitation, representations relating deemed to any material adverse change in the condition of Borrower or Guarantor and any representation relating to litigation impacting Borrower or Guarantor)be satisfied; and (xxvixxiii) Such other information and documents as Administrative Agent may reasonably require. Borrower shall have a right to request in writing that Lender notify Borrower of any conditions specified above in this Section 2.02 that have not been satisfied prior to the proposed date and time of the recordation of the Mortgage, provided that Borrower shall make such request at least 24 hours prior to the scheduled time of such recordation; and Lender shall make a good faith effort to identify, prior to such recordation, any such outstanding items specified above in Section 2.02 that have not yet been satisfied.

Additional Closing Deliveries. Administrative Agent shall have received the following on or before the date hereof in form and substance satisfactory to Administrative Agent: (i) An opinion or opinions from counsel for Borrower and Guarantor covering such items as Administrative Agent and its counsel may require; (ii) Current UCC, tax and judgment searches made in such places as Administrative Agent may specify, covering Borrower and showing no filings relating to, or which could relate to, the Mortgaged Property other than those made hereunder; (iii) Evidence of the insurance required under Section 7.01 hereof; (iv) (A) A commitment to issue the Title Policy for each the Institute Property, together with copies of all documentation evidencing exceptions raised therein, and (B) such assurance as Administrative Agent may reasonably require that the validity and priority of the ▇▇▇ ▇▇▇▇▇▇ Deed of Trust has not been and will not be impaired by this Agreement or the transactions contemplated by it, including the issuance by Title Company of a CLTA Endorsement No. 110.10 or equivalent to be attached to the Title Policy insuring the lien of the ▇▇▇ ▇▇▇▇▇▇ Deed of Trust; (v) An ALTA survey of each Property certified in a manner acceptable to Administrative Agent (the "“Survey"”); (vi) Copies of organizational documents for Borrower, Guarantor and any other entity reasonably requested by Administrative Agent based on the organizational chart for Borrower, together with good standing certificates, resolutions, incumbency certificates, and such other evidence of authority to enter into the Loan Documents as Administrative Agent may reasonably require. (vii) A copy of the contracts to purchase the Greenhouse Institute Property and the related closing statement; (viii) Evidence indicating whether the Improvements or any part thereof for any Property are or will be located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by the Federal Emergency Management Agency, and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements and contents, if applicable, all in form, substance and amount satisfactory to Administrative Agent and the Lenders; (ix) An Appraisal for each Property acceptable to AdministrativeAdministrative Agent; (x) A soils report with respect to each Property prepared by an engineer acceptable to Administrative Agent, and copies of all other inspection and test reports with respect to each Property made by or for Borrower; (xi) An environmental report with respect to each Property prepared by an environmental consultant acceptable to Administrative Agent; (xii) Evidence indicating compliance by the Improvements for each Property with applicable zoning requirements (without requirement for a variance); (xiii) Evidence that all utilities and municipal services required for the operation of the Improvements are available at each Property; (xiv) The most recent available financial statements of Borrower and Guarantor; (xv) [Reserved]A current engineering report with respect to the Institute Property, covering, among other matters, inspection of heating and cooling systems, roof and structural details and showing no failure of compliance with building plans and specifications, applicable legal requirements (including requirements of the Americans with Disabilities Act) and fire, safety and health standards. If requested by Administrative Agent, such report shall also include an assessment of the Institute Property’s tolerance for earthquake and seismic activity; (1) A certificate of an authorized representative of Borrower and Guarantor certifying as to the operating agreements for each of Borrower and Guarantor, (2) the authorizing resolutions of Borrower and Guarantor, and (3) incumbency certificate and specimen signatures of signatories for Borrower and Guarantor, together with (x) a copy of the Certificate of Formation for Borrower and Guarantor, each certified by the Delaware Secretary of State as of a recent date, (y) certificates of good standing as of a recent date for Borrower and Guarantor from the Delaware Secretary of State, and (z) a certificate of good standing as of a recent date for each Borrower from the Secretary of State of the state of each Borrower's formationin which the Property owned by such Borrower is located; (xvii) Copies of all leases for space of 10,000 square feet or more within each Property, together with estoppel letters from tenants occupying in the aggregate at least 75% of the leasable space within the Improvements at each Property (or other amounts acceptable to Administrative Agent), and in the form received by Borrower in connection with its acquisition of each Property, with such changes thereto as Administrative Agent reasonably requests so as to allow Administrative Agent to rely on and enforce any such estoppels; (xviii) [Intentionally Deleted]a current rent roll for the Institute Property, together with all leases for the Institute Property not previously delivered to Administrative Agent. Such rent roll shall include the following: (A) tenant names; (B) unit/suite numbers; (C) area of each demised premises and total area of the Institute Property (stated in net rentable square feet); (D) rental rate (including escalations) (stated in gross amount and in amount per net rentable square foot per year); (E) lease term (commencement, expiration and renewal options); (F) expense pass-throughs; and (G) the amounts of security deposits, if any; (xix) A signed IRS Form W 8 or W 9 as applicable for each Borrower and Guarantor; (xx) A copy of the environmental insurance policy covering the Property, including all endorsements, amendments, renewals, and certificates, in all respects acceptable to Administrative Agent; (xxi) All other due diligence items required by Administrative Agent, including without limitation copies of all exceptions listed in the title report, the soils report, copies of licenses, permits and related agreements pertaining to each Property, and any other due diligence items required by Administrative Agent; (xxii) A legal review of all legal and regulatory matters satisfactory to Administrative Agent; (xxiii) Borrower shall have paid all fees and costs then owing to Administrative Agent and Lenders; (xxiv) A Borrowing Base Certificate executed by Borrower; (xxv) All representations and warranties contained herein and in the other Loan Documents shall be true and correct in all material respects (including, without limitation, representations relating to any material adverse change in the condition of Borrower or Guarantor and any representation relating to litigation impacting Borrower or Guarantor); and (xxvi) Such other information and documents as Administrative Agent may reasonably require. Borrower shall have a right to request in writing that Lender Administrative Agent notify Borrower of any conditions specified above in this Section 2.02 that have not been satisfied prior to the proposed date and time of the recordation of the Institute Mortgage, provided that Borrower shall make such request at least 24 hours prior to the scheduled time of such recordation; and Lender Administrative Agent shall make a good faith effort to identify, prior to such recordation, any such outstanding items specified above in Section 2.02 that have not yet been satisfied.