appellate proceeding or post-judgment
action involved therein, together with all required service or use taxes.
5.1.13
Estoppel Statement.
(A)
AFTER REQUEST BY LENDER, BORROWER, WITHIN
TEN (10) BUSINESS DAYS, SHALL FURNISH LENDER OR ANY PROPOSED ASSIGNEE WITH A
STATEMENT, DULY ACKNOWLEDGED AND CERTIFIED, SETTING FORTH (I) THE AMOUNT OF THE
ORIGINAL PRINCIPAL AMOUNT OF THE NOTE, (II) THE UNPAID PRINCIPAL AMOUNT OF THE
NOTE, (III) THE APPLICABLE INTEREST RATE, (IV) THE MATURITY DATE, (V) THE DATE
INSTALLMENTS OF INTEREST AND/OR PRINCIPAL WERE LAST PAID, (VI) THAT, EXCEPT AS
PROVIDED IN SUCH STATEMENT, TO BORROWER'S ACTUAL KNOWLEDGE, THERE ARE NO
DEFAULTS OR EVENTS WHICH WITH THE PASSAGE OF TIME OR THE GIVING OF NOTICE OR
BOTH, WOULD CONSTITUTE AN EVENT OF DEFAULT, (VII) THAT THIS AGREEMENT, THE NOTE,
THE PLEDGE AGREEMENT AND THE OTHER LOAN DOCUMENTS ARE VALID, LEGAL AND BINDING
OBLIGATIONS OF BORROWER AND HAVE NOT BEEN MODIFIED OR, IF MODIFIED, GIVING
PARTICULARS OF SUCH MODIFICATION, (VIII) WHETHER, TO BORROWER'S ACTUAL
KNOWLEDGE, ANY OFFSETS OR DEFENSES EXIST AGAINST THE OBLIGATIONS SECURED BY THE
PLEDGE AGREEMENT AND, IF ANY ARE ALLEGED TO EXIST, A DETAILED DESCRIPTION
THEREOF, (IX) TO BORROWER'S ACTUAL KNOWLEDGE AFTER DUE INQUIRY OF THE MANAGER,
ALL LEASES ARE IN FULL FORCE AND EFFECT AND HAVE NOT BEEN MODIFIED (OR IF
MODIFIED, SETTING FORTH ALL MODIFICATIONS), (X) THE DATE TO WHICH THE RENTS
THEREUNDER HAVE BEEN PAID PURSUANT TO THE LEASES, (XI) WHETHER OR NOT, TO
BORROWER'S ACTUAL KNOWLEDGE AFTER DUE INQUIRY OF THE MANAGER, ANY OF THE LESSEES
UNDER THE LEASES ARE IN DEFAULT UNDER THE LEASES, AND, IF ANY OF THE LESSEES ARE
IN DEFAULT, SETTING FORTH THE SPECIFIC NATURE OF ALL SUCH DEFAULTS, (XII) THE
AMOUNT OF SECURITY DEPOSITS HELD BY MORTGAGE BORROWER UNDER EACH LEASE AND THAT
SUCH AMOUNTS ARE CONSISTENT WITH THE AMOUNTS REQUIRED UNDER EACH LEASE, AND
(XIII) AS TO ANY OTHER MATTERS REASONABLY REQUESTED BY LENDER AND REASONABLY
RELATED TO THE OBLIGATIONS, THE PROPERTIES, THIS AGREEMENT, THE COLLATERAL, THE
MEZZANINE A COLLATERAL, ANY MORTGAGE PRINCIPAL'S GENERAL PARTNER INTEREST IN THE
RELATED MORTGAGE
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BORROWER ENTITY OR ANY MEZZANINE A PRINCIPAL'S GENERAL PARTNER INTEREST IN THE
RELATED MEZZANINE A BORROWER ENTITY. WITH RESPECT TO CLAUSES (IX), (X), (XI) AND
(XII) ABOVE, SUCH CERTIFICATIONS SHALL ONLY BE INCLUDED IN SUCH STATEMENT IF
REQUESTED BY THE RATING AGENCIES OR THE INVESTORS AND SUCH CERTIFICATIONS
MAY ONLY BE REQUESTED BY LENDER ONCE IN ANY CALENDAR YEAR.
(B)
UPON WRITTEN REQUEST BY BORROWER TO LENDER,
LENDER SHALL PROVIDE AN ESTOPPEL CERTIFICATE TO BORROWER WHICH STATES (A) THE
CURRENT PRINCIPAL BALANCE OF THE NOTE AND THE DATE TO WHICH INTEREST HAS BEEN
PAID, (B) THE APPLICABLE INTEREST RATE, (C) THE DATE INSTALLMENTS OF INTEREST
AND/OR PRINCIPAL WERE LAST RECEIVED BY LENDER, (D) THE MATURITY DATE, AND
(E) THAT, EXCEPT AS PROVIDED IN SUCH ESTOPPEL CERTIFICATE, TO LENDER'S
KNOWLEDGE, NO DEFAULT ON THE PART OF BORROWER UNDER THE NOTE, THIS AGREEMENT,
THE PLEDGE AGREEMENT OR THE OTHER LOAN DOCUMENTS HAS OCCURRED AND IS CONTINUING.
LENDER SHALL NOT BE