Common use of Tenant Estoppel Certificates Clause in Contracts

Tenant Estoppel Certificates. Prior to the expiration of the ---------------------------- Inspection Period, Seller shall use reasonable efforts to obtain a tenant estoppel certificate, substantially in the form attached hereto as Exhibit "G", ----------- duly executed by tenant or tenants, as the case may be, representing 100% of the rentable square footage actually demised under Leases as of the date hereof ("Estoppel Certificate Requirement"). If a different form of Tenant Estoppel Certificate is required pursuant to the terms and conditions in any respective tenant leases, then that form of Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A Tenant Estoppel Certificate shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification therein, except as to a clear, factual statement or certification by such tenant, by a "best of knowledge" or "actual knowledge" standard or similar provision. If Seller has not delivered 100% of the Tenant Estoppel Certificates to Buyer at least five (5) days prior to the expiration of the Inspection Period or, if Buyer closes on or before February 26, 1999, by February 25, 1999, Buyer may terminate this Agreement by written notice given to Seller prior to expiration of the Inspection Period, in which event the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, shall be forthwith refunded to Buyer and, except as expressly set forth herein, neither party shall have any further liability or obligation to the other hereunder. In the absence of such written notice, the contingency provided for in this Section shall no longer be applicable, and this Agreement shall continue in full force and effect.

Tenant Estoppel Certificates. Prior to the expiration of the ---------------------------- Inspection Period, Seller shall use reasonable efforts to obtain a tenant estoppel certificate, substantially in the form attached hereto as Exhibit "G", ----------- duly executed by tenant On or tenants, as the case may be, representing 100% of the rentable square footage actually demised under Leases as of before the date hereof ("Estoppel Certificate Requirement"). If a different form of Tenant Estoppel Certificate that is required pursuant to the terms and conditions in any respective tenant leases, then that form of Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A Tenant Estoppel Certificate shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification therein, except as to a clear, factual statement or certification by such tenant, by a "best of knowledge" or "actual knowledge" standard or similar provision. If Seller has not delivered 100% of the Tenant Estoppel Certificates to Buyer at least five (5) days prior to the expiration of the Inspection Period orDue Diligence Period, Seller shall use commercially reasonable efforts to deliver to Buyer Acceptable Estoppel Certificates executed by the tenants under the HC III Leases and the ▇▇ ▇▇ Leases dated no more than thirty (30) days prior to the expiration of the Due Diligence Period. Notwithstanding any provisions in this Agreement to the contrary, if Buyer closes fails to object in writing to an Acceptable Estoppel Certificate executed by any tenant within five (5) business days after the date the same has been delivered to Buyer, Buyer shall be deemed to have approved the same. The provisions of this Section 4.8 shall survive the applicable Closings. Notwithstanding anything to the contrary, any failure by Seller to deliver to Buyer the Acceptable Estoppel Certificates shall not be a default under this Agreement. In the event that Seller fails to delivery the Acceptable Estoppel Certificates to Buyer on or before February 26, 1999, by February 25, 1999the date that is five (5) days prior to the expiration of the Due Diligence Period, Buyer may shall have the right to elect, as its sole and exclusive remedy, to (a) terminate this Agreement by written notice given to Seller prior to the expiration of the Inspection Due Diligence Period, in promptly after which event the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, Initial Deposit shall be forthwith refunded returned to Buyer and, except as expressly set forth hereinthereafter, neither party the parties shall have any no further liability rights or obligation obligations hereunder except for obligations which expressly survive the termination of this Agreement, or (b) waive such requirement. If Buyer does not terminate this Agreement prior to the other hereunder. In expiration of the absence of such written noticeDue Diligence Period, the contingency provided for in Buyer will be deemed to have waived its right to terminate this Agreement pursuant to this Section shall no longer be applicable, and this Agreement shall continue in full force and effect4.8.

Tenant Estoppel Certificates. Prior to the expiration of the ---------------------------- Inspection Period, Seller shall use reasonable efforts to obtain forward a tenant estoppel certificatecertificate to each Tenant (other than a Tenant under a New Lease entered into in accordance with Section 5.1(b) hereof), substantially in the form attached hereto as Exhibit "G"“H” (each, ----------- duly executed by tenant or tenantsa “Tenant Estoppel Certificate” and collectively, as the case may be“Tenant Estoppel Certificates”), representing 100% of the rentable square footage actually demised under Leases as of the date hereof ("Estoppel Certificate Requirement"). If a different form of and request that each Tenant execute and deliver such Tenant Estoppel Certificate is required pursuant to Seller prior to the terms and conditions in any respective tenant leases, then that form of Estoppel Delivery Deadline. Each Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A duly executed by the applicable Tenant thereof and each guarantor of the applicable Lease, if any, and shall be dated no earlier than the Effective Date, and, as to each Tenant Estoppel Certificate for a Major Tenant, shall be dated no earlier than thirty (30) days prior to the Closing Date. In the event Seller is unable to obtain such a Tenant Estoppel Certificate from any Tenant within such time period, then Seller shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification thereinin default under this Agreement and, except as provided below with respect to a clearthe Tenant Estoppel Certificates for Major Tenants, factual statement or certification by such tenant, by a "best of knowledge" or "actual knowledge" standard or similar provisionBuyer shall have no right to terminate this Agreement. If Seller has not timely delivered 100% of the Tenant Estoppel Certificates to for each Major Tenant before the Estoppel Delivery Deadline, then Seller shall not be in default under this Agreement, and in such a case, Buyer at least may elect, within five (5) days prior Business Days following the Estoppel Delivery Deadline, to the expiration of the Inspection Period or, if Buyer closes on or before February 26, 1999, by February 25, 1999, Buyer may terminate this Agreement by written notice given to Seller prior to expiration of and the Inspection Period, in which event the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, shall be forthwith refunded to Buyer and, except as expressly set forth herein, neither party shall have any further liability or obligation Escrow pursuant to the other hereunder. In the absence provisions of such written notice, the contingency provided for in this Section shall no longer be applicable, and this Agreement shall continue in full force and effect8.5(a) hereof.

Tenant Estoppel Certificates. Prior to the expiration of the ---------------------------- Inspection Period, Seller shall use reasonable efforts to obtain a tenant estoppel certificate, substantially in the form attached hereto as Exhibit "G", ----------- duly executed by tenant On or tenants, as the case may be, representing 100% of the rentable square footage actually demised under Leases as of before the date hereof ("Estoppel Certificate Requirement"). If a different form of Tenant Estoppel Certificate that is required pursuant to the terms and conditions in any respective tenant leases, then that form of Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A Tenant Estoppel Certificate shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification therein, except as to a clear, factual statement or certification by such tenant, by a "best of knowledge" or "actual knowledge" standard or similar provision. If Seller has not delivered 100% of the Tenant Estoppel Certificates to Buyer at least five (5) days prior to the expiration of the Inspection Period orDue Diligence Period, Seller shall deliver to Buyer Acceptable Estoppel Certificates executed by the tenants under the Leases dated no more than thirty (30) days prior to the expiration of the Due Diligence Period. Notwithstanding any provisions in this Agreement to the contrary, if Buyer closes fails to object in writing to an Acceptable Estoppel Certificate executed by any tenant within five (5) Business Days after the date the same has been delivered to Buyer, Buyer shall be deemed to have approved the same. Notwithstanding anything to the contrary, any failure by Seller to deliver to Buyer the Acceptable Estoppel Certificates shall not be a default under this Agreement. In the event that Seller fails to deliver the Acceptable Estoppel Certificates to Buyer on or before February 26, 1999, by February 25, 1999the date that is five (5) days prior to the expiration of the Due Diligence Period, Buyer may shall have the right to elect, as its sole and exclusive remedy, to (a) terminate this Agreement by written notice given to Seller prior to the expiration of the Inspection Due Diligence Period, in promptly after which event the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, Initial Deposit shall be forthwith refunded returned to Buyer and, except as expressly set forth hereinthereafter, neither party the parties shall have any no further liability rights or obligation obligations hereunder except for obligations which expressly survive the termination of this Agreement, or (b) waive such requirement. If Buyer does not terminate this Agreement prior to the other hereunder. In expiration of the absence of such written noticeDue Diligence Period, the contingency provided for in Buyer will be deemed to have waived its right to terminate this Agreement pursuant to this Section shall no longer be applicable, and this Agreement shall continue in full force and effect4.4.

Tenant Estoppel Certificates. Prior On or before one (1) day prior to the expiration of the ---------------------------- Inspection PeriodClosing, Seller Buyer shall use reasonable efforts to obtain a tenant have received estoppel certificate, certificates substantially in the form attached hereto to the Agreement as Exhibit "G"C (the “Tenant Estoppel”), ----------- duly executed by each tenant or tenants, as the case may be, representing 100% under each of the rentable square footage actually demised under Leases with respect to the status of such Lease, rent payments, tenant improvements, lease defaults and other matters relating to such Lease, and disclosing no defaults, disputes or other matters objectionable to Buyer in its sole and absolute discretion. Each such estoppel certificate shall, among other things, expressly identify (a) the “Purchaser” as “Plymouth Industrial REIT, Inc.” and (b) the “Lender” as "U.S. Bank, National Association, in its capacity as Collateral Agent for the benefit of the date hereof ("Estoppel Certificate Requirement"). If a different form of Tenant Estoppel Certificate is required Lenders pursuant to the terms and conditions a Collateral Agency Agreement, together with its successors and/or assigns in any respective tenant leases, then that form of Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A Tenant Estoppel Certificate shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification therein, except such capacity as to a clear, factual statement or certification by such tenant, by a their interests may appear"best of knowledge" or "actual knowledge" standard or similar provision. If Seller has not delivered 100% is unable to obtain and deliver sufficient tenant estoppel certificates as required under this Section 7 of this Reinstatement and First Amendment or if the Tenant Estoppel Certificates estoppel certificates received contain material information or omissions unacceptable to Buyer at least five (5) days prior to the expiration of the Inspection Period orthen Seller will not be in default by reason thereof, if and Buyer closes on or before February 26may, 1999, by February 25, 1999, Buyer may terminate this Agreement by written notice given to Seller prior on or before the Closing, either (a) elect to expiration terminate this Agreement and receive a refund of the Inspection Period, in which event Deposit or (b) waive the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, shall be forthwith refunded tenant estoppel requirements. If Buyer so elects to Buyer and, except as expressly set forth hereinterminate this Agreement and receives a refund of the Deposit, neither party shall have any further liability rights or obligation obligations hereunder except for the provisions of the Agreement that expressly survive termination. If no such termination notice is delivered by Buyer on or before Closing, then Buyer shall be deemed to have waived the other hereunder. In the absence of such written notice, the contingency provided for in this Section shall no longer be applicable, and this Agreement shall continue in full force and effecttenant estoppel requirements.

Tenant Estoppel Certificates. Prior The Owners shall request, and Cedar shall have received estoppel certificates certified to the expiration of Partnership and Cedar and dated not more than thirty (30) days prior to the ---------------------------- Inspection Period, Seller shall use reasonable efforts to obtain a tenant estoppel certificate, substantially in the form attached hereto as Exhibit Closing Date ("GTenant Estoppel Certificates", ----------- ) duly executed by tenant or tenants(i) each Major Tenant and (ii) such other Tenants so that Tenant Estoppel Certificates shall have been received from Tenants occupying, as in the case may beaggregate (including the space demised to Major Tenants), representing 100at least 80% of the rentable square footage actually demised under Leases as of the date hereof Property (the foregoing condition, the "Estoppel Certificate RequirementCondition"). If a different "Major Tenants" mean those Tenants set forth on EXHIBIT N annexed hereto. The Tenant Estoppel Certificates shall be substantially in the form of and upon substantially the terms set forth on EXHIBIT O annexed hereto. The Owners shall deliver the original executed Tenant Estoppel Certificate is required pursuant Certificates to Cedar as and when the same shall be delivered to the terms and conditions Owners, but in no event later than two (2) Business Days prior to the Closing Date. If any respective tenant leases, then that form of Tenant Estoppel Certificate shall be utilized herein for said tenant(s). A have been modified or qualified in any fashion that, individually or in connection with other Tenant Estoppel Certificate Certificates, reveals facts, conditions or circumstances which result or may result in a material adverse change in the financial condition of the Property, or are inconsistent in any material respect with the representations of the Owners set forth in Section 4.1 above, then Cedar may disapprove the same (such disapproved Tenant Estoppel Certificates, the "Unacceptable Certificates") by notice delivered to the Owners promptly following Cedar's receipt of such Unacceptable Certificate, and, for purposes of establishing whether the Estoppel Condition has been satisfied, any Unacceptable Certificates shall not be deemed unsatisfactory merely because any tenant qualifies any statement or certification therein, except as not to a clear, factual statement or certification by such tenant, by a "best of knowledge" or "actual knowledge" standard or similar provision. If Seller has not delivered 100% of the Tenant Estoppel Certificates to Buyer at least five (5) days prior to the expiration of the Inspection Period or, if Buyer closes on or before February 26, 1999, by February 25, 1999, Buyer may terminate this Agreement by written notice given to Seller prior to expiration of the Inspection Period, in which event the ▇▇▇▇▇▇▇ Money, together with all interest earned thereon, shall be forthwith refunded to Buyer and, except as expressly set forth herein, neither party shall have any further liability or obligation to the other hereunder. In the absence of such written notice, the contingency provided for in this Section shall no longer be applicable, and this Agreement shall continue in full force and effectbeen received.