TENANT S ESTOPPEL CERTIFICATE

Transcription

1 Loan No.: TENANT S ESTOPPEL CERTIFICATE To: Union Bank ( Bank ) 145 S. State College Blvd., Suite 600 Brea, CA Re: Address (Suite #) California, ( the Premises ) The undersigned hereby certifies the following information which you may rely upon in connection with your loan to Borrower (unless defined differently herein, capitalized terms used herein shall have the same meaning as set forth in the Lease described below): 1. The undersigned, ( Tenant ), is the lessee under that certain Lease dated (the Lease ) with ( Landlord ), as lessor, covering the Premises. 2. The Lease represents the entire agreement between Landlord and Tenant with respect to the Premises. The Lease is presently valid and in full force and effect and has not been modified, supplemented or amended in any respect except as follows:. 3. We have accepted and are in possession of the Premises, and we are currently open for business. The Commencement Date of the Lease was, and the date of expiration of the Lease will be, subject to the Tenant s right, if any, to extend the term of the Lease as follows:. 4. To Tenant s actual knowledge, the Premises consist of leasable square feet. FORM (07/2009) PAGE 1 OF 5

2 5. The lease provides for the payment of Base Rent and such additional amounts as are described below. a. The Monthly Base Rent is currently $, payable on the first day of each month. No such rent has been paid more than month(s) in advance of the due date. Tenant has not received notice of any assignment, hypothecation, mortgage, or pledge of Landlord's interest in the Lease. Tenant pays rent under the Lease only to Landlord, and not to any receiver, assignee, or other person or entity. b. The Lease provides for the payment by tenant of additional rent as described below (Please check and complete all applicable items): (1) Tenant is not liable for any additional rent or for reimbursement of landlord of any operating expenses. (2) (a) Tenant is liable for a prorata share of certain common area expenses, including the following: (Check all which apply) Property taxes Insurance Common area maintenance Other (Specify) (b) These common area expenses are payable as follows: (Check if applicable) Tenant currently pays an estimated charge toward the same in the amount of $ per month, as additional rent. Tenant pays the expenses directly. (3) Tenant is responsible for paying percentage rents in the amount of % of gross sales, less. The amount of gross sales in was approximately. The amount of percentage rents paid in was approximately. (c) The Monthly Base Rent, plus any additional rent (including common area charges and other additional rent as described in Section 5 (b) above), payable under the terms of the Lease has been paid through. (d) Tenant has deposited with Landlord $ as a security deposit under the Lease. Tenant understands that its security deposit will be transferred to Borrower when Borrower purchases the Premises. Tenant shall not look to Union Bank, its successors or assigns, for the return or credit of the security deposit, if any, unless said amount has been transferred to Bank. (e) All free rent periods, if any, have expired. Tenant has no defenses, offsets, credits, or counterclaims against Landlord under the Lease. FORM (07/2009) PAGE 2 OF 5

3 6. Tenant has not assigned its rights under the Lease or sublet any portion of the leased premises except as follows:. 7. There are no actions, whether voluntary or otherwise, pending against Tenant under any insolvency, bankruptcy or other debtor relief laws of the United States or California. 8. Tenant is not in default under the terms of the Lease and no event has occurred and no condition exists which, with the passage of time or giving of notice or both, will constitute a default under the Lease. To the best of Tenant s knowledge, neither Borrower nor Landlord are in default under the terms of the Lease, and no condition exists which, with the passage of time or the giving of notice or both, would constitute such a default. Tenant has made no outstanding unresolved claim against Landlord or Borrower, nor now makes any such claim, that any structural or non-structural portion or component of the Premises or the Property is not in good working order or repair. 9. Tenant has received payment or credit for tenant improvement work in the total amount of $ (if other than cash, describe below; if none state none). All conditions under this Lease to be performed by the Landlord have been satisfied, and to the extent not completed, Tenant acknowledges and agrees that all obligations to complete the same shall remain solely that of the existing Landlord, and Bank shall have no obligation to Tenant respecting the same. All required contributions by the Landlord to the Tenant on the account of the Tenant s tenant improvements have been received by the Tenant. 10. To the best of Tenant s knowledge, the use, maintenance or operation of the Premises complies with, and will at all times comply with all applicable federal, state, county or local statutes, laws, rules and regulations of any governmental authorities relating to environmental, health or safety matters (being hereinafter collectively referred to as the Environmental Laws). 11. The Premises have not been used and the Tenant does not plan to use the Premises for any activities which, directly or indirectly, involve the use, generation, treatment, storage, transportation or disposal of any petroleum product or any toxic or hazardous chemical, material, substance, pollutant or waste. FORM (07/2009) PAGE 3 OF 5

4 12. Tenant has not received any notices, written or oral, of violation of any Environmental Law or of any allegation which, if true, would contradict anything contained herein and there are no writs, injunctions, decrees, orders or judgments outstanding, no lawsuits, claims, proceedings or investigations pending or threatened, relating to the use, maintenance or operation of the Premises, nor is Tenant aware of a basis for any such proceeding. 13. Tenant acknowledges and agrees that upon the occurrence of any default on the part of Borrower as landlord under the Lease, Tenant shall give written notice by mail to Bank, at the address of 145 S. State College Blvd., Suite 600, Brea, California, 92821, Attention: Servicing Manager, and that Bank shall have a reasonable opportunity (no less than 30 days) to cure such default. 14. There are no outstanding claims or agreements regarding the Premises between Tenant and Landlord or Borrower other than as disclosed in this Tenant Estoppel Certificate. 15. All insurance required of Tenant by the Lease has been obtained by Tenant, is currently in force and effect and all premiums due thereunder have been paid. 16. Tenant hereby certifies that the foregoing is true and correct as of the date set forth below and, except to the extent Tenant notifies Bank in writing to the contrary prior to the closing of Bank s loan to Borrower, again as of such closing date. Tenant acknowledges that on or before the date such loan is made, Borrower will purchase the Premises from Landlord and become the new Landlord under the Lease. Tenant understands that the Premises is being encumbered by a Deed of Trust securing a loan from Bank to Borrower and that in connection therewith all interest of Borrower as Landlord in and to the Lease is being duly assigned to Bank. Tenant hereby makes the foregoing certifications for the benefit of Bank and that of all parties in interest, including without limitation, Bank s successors, assigns and transferees and acknowledges that the representations contained herein are being relied upon by Bank in making any loan to Borrower. FORM (07/2009) PAGE 4 OF 5

5 THE STATEMENTS MADE HEREIN SHALL BE BINDING UPON US, OUR SUCCESSORS AND ASSIGNS, AND SHALL INURE TO YOUR BENEFIT AND THE BENEFIT OF YOUR SUCCESSORS AND ASSIGNS. THE OFFICER, PARTNER OR PERSON, AS APPLICABLE, EXECUTING THIS CERTIFICATE HAS BEEN DULY EMPOWERED TO DO SO ON BEHALF OF THE UNDERSIGNED. DATED: TENANT (Name) (Address) (City) (State) (Zip) (Area Code) (Telephone Number) TENANT _ (Name) _ (Address) _ (City) (State) (Zip) _ (Area Code) (Telephone Number) FORM (07/2009) PAGE 5 OF 5