counsel acceptable to Lender, the costs of which shall be
borne by Lender.
Section 16.03
Borrower Estoppel Certificates.
(A)
BORROWER INFORMATION.
BORROWER, WITHIN TEN (10) DAYS OF LENDER'S
WRITTEN REQUEST, SHALL FURNISH TO LENDER OR LENDER'S DESIGNEE A STATEMENT, DULY
ACKNOWLEDGED AND CERTIFIED BY A RESPONSIBLE OFFICER, SETTING FORTH:
(I) THE
MAXIMUM LOAN AMOUNT AND THE AMOUNT OF PRINCIPAL ADVANCED AS OF THE CERTIFICATE
DATE; (II) THE UNPAID PRINCIPAL AMOUNT OF THE LOAN; (III) THE CALCULATION OF THE
RATE OF INTEREST ACCRUING ON THE LOAN, INCLUDING THE THEN APPLICABLE INTEREST
RATE; (IV) THE PAYMENT DUE DATE AND THE MATURITY DATE; (V) THE DATE INSTALLMENTS
OF INTEREST AND/OR PRINCIPAL WERE LAST PAID; (VI) THAT, EXCEPT AS PROVIDED IN
SUCH STATEMENT, NO DEFAULTS OR EVENTS EXISTS WHICH WOULD BE AN EVENT OF DEFAULT
WITH THE GIVING OF ANY APPLICABLE NOTICE OR THE EXPIRATION OF ANY APPLICABLE
GRACE OR CURE PERIOD OR BOTH; (VII) THAT THE LOAN DOCUMENTS ARE VALID, LEGAL AND
BINDING OBLIGATIONS AND HAVE NOT BEEN MODIFIED OR, IF MODIFIED, GIVING THE
PARTICULARS OF SUCH MODIFICATION; (VIII) WHETHER ANY OFFSETS OR DEFENSES EXIST
AGAINST BORROWER'S OBLIGATION TO PAY THE LOAN AND PERFORM THE OBLIGATIONS AND,
IF ANY ARE ALLEGED TO EXIST, A DETAILED DESCRIPTION THEREOF; (IX) THAT ALL
LEASES ARE IN FULL FORCE AND EFFECT, AND FOR LEASES OTHER THAN RESIDENTIAL
LEASES, HAVE NOT BEEN MODIFIED OR IF MODIFIED, SETTING FORTH ALL MODIFICATIONS;
(X) A CURRENT RENT ROLL FOR THE PROPERTY, (XI) THE DATE TO WHICH RENTS UNDER THE
LEASES HAVE BEEN PAID; (XII) WHETHER OR NOT, TO THE BEST KNOWLEDGE OF BORROWER,
ANY OF THE TENANTS UNDER THE LEASES ARE IN DEFAULT UNDER THE LEASES, AND, IF ANY
OF THE TENANTS ARE IN DEFAULT, SETTING FORTH THE SPECIFIC NATURE OF ALL SUCH
DEFAULTS; AND (XIII) SUCH OTHER MATTERS REASONABLY REQUESTED BY LENDER AND
REASONABLY RELATED TO THE LEASES OR THE PROPERTY.
(B)
TENANT ESTOPPELS.
BORROWER SHALL USE COMMERCIALLY REASONABLY
EFFORTS TO OBTAIN AND DELIVER TO LENDER, PROMPTLY UPON LENDER'S WRITTEN REQUEST
(BUT IN ANY EVENT NO LATER THAN FIFTEEN (15) BUSINESS DAYS FOLLOWING LENDER'S
REQUEST), DULY EXECUTED ESTOPPEL CERTIFICATES FROM TENANTS IDENTIFIED BY LENDER
ATTESTING TO SUCH FACTS REGARDING A TENANT'S NON-RESIDENTIAL LEASE AS LENDER MAY
REQUIRE, INCLUDING, WITHOUT LIMITATION:
(I) THAT THE LEASE IS IN FULL FORCE AND
EFFECT WITH NO DEFAULTS THEREUNDER ON THE PART OF ANY PARTY, AND NO EVENT EXISTS
THAT WOULD BE AN EVENT OF DEFAULT THEREUNDER WITH GIVING OF ANY APPLICABLE
NOTICE OR THE EXPIRATION OF ANY APPLICABLE GRACE OR CURE PERIOD OR BOTH;
(II) THAT NONE OF THE RENTS HAVE BEEN PAID MORE THAN ONE MONTH IN ADVANCE,
EXCEPT AS A SECURITY DEPOSIT; AND (III) THAT THE TENANT CLAIMS NO DEFENSE OR
OFFSET AGAINST THE FULL AND TIMELY PERFORMANCE OF ITS OBLIGATIONS UNDER THE
LEASE, OR SETTING OUT ANY SUCH CLAIMS IN REASONABLE DETAIL.
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(C)
LENDER STATEMENT OF LOAN INFORMATION.
AFTER WRITTEN REQUEST BY
BORROWER NOT MORE THAN TWICE ANNUALLY, LENDER SHALL FURNISH BORROWER A STATEMENT
SETTING FORTH:
(I) THE ORIGINAL