CONTEMPLATED BY THIS LOAN
AGREEMENT AND OTHER LOAN DOCUMENTS AND ALL DOCUMENTS INCIDENTAL THERETO SHALL BE
REASONABLY SATISFACTORY IN FORM AND SUBSTANCE TO LENDER, AND LENDER SHALL HAVE
RECEIVED ALL SUCH COUNTERPART ORIGINALS OR CERTIFIED COPIES OF SUCH DOCUMENTS AS
LENDER MAY REASONABLY REQUEST.
3.1.10
PAYMENTS.
ALL PAYMENTS, DEPOSITS OR ESCROWS REQUIRED TO BE MADE OR
ESTABLISHED BY BORROWER UNDER THIS LOAN AGREEMENT, THE NOTE AND THE OTHER LOAN
DOCUMENTS ON OR BEFORE THE CLOSING DATE SHALL HAVE BEEN PAID.
3.1.11
TENANT ESTOPPELS. BORROWER SHALL EXERCISE REASONABLE COMMERCIAL
EFFORTS TO DELIVER ESTOPPEL CERTIFICATES FROM TENANTS OCCUPYING NOT LESS THAN
EIGHTY PERCENT (80%) OF THE GROSS LEASABLE AREA OF THE PROPERTY; PROVIDED,
HOWEVER, THAT, IN THE EVENT THAT BORROWER IS UNABLE TO DELIVER SOME OR ALL OF
THE ESTOPPELS DESCRIBED ABOVE IN THIS SECTION 3.1.11, LENDER AGREES THAT THE
REQUIREMENT TO DELIVER SUCH LETTERS TO LENDER SHALL BE WAIVED BY LENDER AS A
CONDITION PRECEDENT TO THE CLOSING OF THE LOAN SO LONG AS BORROWER DELIVERS ON
OR BEFORE THE CLOSING DATE, A CERTIFICATE EXECUTED BY BORROWER WITH RESPECT TO
ALL APPLICABLE LEASES WHICH SHALL BE IN SUBSTANTIALLY THE SAME FORM AND CONTAIN
THE SAME TERMS AS SET FORTH IN LENDER'S STANDARD FORM OF ESTOPPEL CERTIFICATE.
AT ANY TIME AND FROM TIME TO TIME, LENDER MAY REQUEST THAT BORROWER OBTAIN
ESTOPPEL CERTIFICATES FROM TENANTS OCCUPYING THE PROPERTY.
IF REQUESTED BY
LENDER BORROWER AGREES TO USE COMMERCIALLY REASONABLE EFFORTS TO OBTAIN THE
ESTOPPEL CERTIFICATES THAT LENDER IS REQUESTING, WHICH ESTOPPEL CERTIFICATES
SHALL BE IN FORM AND SUBSTANCE ACCEPTABLE TO LENDER IN ITS REASONABLE
DISCRETION.
3.1.12
TRANSACTION COSTS.
BORROWER SHALL HAVE PAID OR REIMBURSED LENDER
FOR ALL TITLE INSURANCE PREMIUMS, RECORDING AND FILING FEES OR TAXES, COSTS OF
ENVIRONMENTAL REPORTS, PHYSICAL CONDITIONS REPORTS, APPRAISALS AND OTHER
REPORTS, THE FEES AND COSTS OF LENDER'S COUNSEL AND ALL OTHER THIRD PARTY
OUT-OF-POCKET EXPENSES INCURRED IN CONNECTION WITH THE ORIGINATION OF THE LOAN.
3.1.13
MATERIAL ADVERSE CHANGE.
THERE SHALL HAVE BEEN NO MATERIAL ADVERSE
CHANGE IN THE FINANCIAL CONDITION OR BUSINESS CONDITION OF BORROWER OR THE
PROPERTY SINCE THE DATE OF THE MOST RECENT FINANCIAL STATEMENTS DELIVERED TO
LENDER.
THE INCOME AND EXPENSES OF THE PROPERTY, THE OCCUPANCY LEASES THEREOF,
AND ALL OTHER FEATURES OF THE TRANSACTION SHALL BE AS REPRESENTED TO LENDER
WITHOUT MATERIAL ADVERSE CHANGE.
NEITHER BORROWER, ANY OF ITS CONSTITUENT
PERSONS, SHALL BE THE SUBJECT OF ANY BANKRUPTCY, REORGANIZATION, OR INSOLVENCY
PROCEEDING.
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3.1.14
LEASES AND RENT ROLL.
LENDER SHALL HAVE RECEIVED COPIES OF ALL
TENANT LEASES, CERTIFIED COPIES OF ANY TENANT LEASES AS REQUESTED BY LENDER AND
CERTIFIED COPIES OF ALL GROUND LEASES AFFECTING THE PROPERTY.
LENDER SHALL HAVE
RECEIVED A CURRENT CERTIFIED RENT ROLL OF THE PROPERTY, REASONABLY SATISFACTORY
IN FORM AND SUBSTANCE TO LENDER.
3.1.15
SUBORDINATION AND ATTORNMENT.
LENDER SHALL HAVE RECEIVED
APPROPRIATE INSTRUMENTS ACCEPTABLE TO LENDER IN ITS COMMERCIALLY REASONABLE
DISCRETION SUBORDINATING ANY LEASES OF RECORD PRIOR TO THE MORTGAGE AND
INCLUDING AN AGREEMENT BY SUCH TENANTS TO ATTORN TO LENDER IN THE EVENT OF A
FORECLOSURE OR