Estoppel Certificate. At any time and from time to time, upon not less than ten (10) days’ prior written request, each of Landlord or Tenant shall execute, acknowledge and deliver to the other for such requesting party’s business purposes, a written statement certifying, to the extent true: # that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as modified and stating the modifications); # the dates to which the rent and any other charges have been paid; # to such party’s knowledge, whether or not the other party is in default in the performance of any obligation, and if so, specifying the nature of such default; # the address to which notices are to be sent; # that this Lease is, subject to the terms hereof, subject and subordinate to all Mortgages encumbering the Commercial/Garage Unit or the Land; # that Tenant has accepted the Premises and that all work thereto has, to the best of Tenant’s knowledge, been completed (or if such work has not been completed, specifying the incomplete work); and # such other matters as such party may reasonably request. Any such statement may be relied upon by the party requesting same, any prospective purchaser of the Commercial/Garage Unit or the Land, any holder or prospective holder of a Mortgage or any other person or entity. Tenant acknowledges that time is of the essence to the delivery of such statements and that Tenant’s failure to deliver timely such statements may cause substantial damages resulting from, for example, delays in obtaining financing.

The Borrowers shall, within thirty (30) days of a written request from the Agent or a third party, furnish the Agent or such third party, as applicable, with a statement, duly acknowledged and certified, setting forth # the Outstanding Principal Balance, # the Applicable Interest Rate, # the date installments of interest and/or principal were last paid, # any offsets or defenses to the performance of the Obligations, if any, and # that the Note, this Agreement, the Mortgages and the other Loan Documents have not been modified or if modified, giving the particulars of such modification.

Estoppel Certificates. ​ shall use commercially reasonable efforts to obtain and deliver to ​ tenant estoppel certificates from all of the tenants under the Leases. Said estoppel certificates shall be in the form of [Exhibit F] attached hereto, or in such other form as may be required under the terms of such tenant’s Lease. ​ shall not be obligated to expend any funds in connection with obtaining any such tenant estoppel certificates (other than ordinary business expenses incurred in connection with providing the initial drafts of the estoppel certificates to the tenants under the Leases). The failure of ​ to obtain any such tenant estoppel certificates shall not be a breach or default hereunder so long as ​ uses commercially reasonable efforts to obtain them.

Each holder of a Claim or an Interest shall be deemed to have waived any right to assert any argument, including the right to argue that its Claim or Interest should be Allowed in a certain amount, in a certain priority, Secured or not subordinated by virtue of an agreement made with the Debtors or their counsel, or any other Entity, if such agreement was not disclosed in the Plan, the Disclosure Statement, the RSA, or papers filed with the Bankruptcy Court prior to the Confirmation Date.

Estoppel, Acknowledgement and Reaffirmation. The Loan Parties hereby # acknowledge the existence of the Existing Default, # acknowledge # their Obligations under the Credit Agreement and the other Loan Documents and acknowledge that such Obligations are not subject to any credit, offset, defense, claim, counterclaim or adjustment of any kind (and, to the extent any Loan Party has any credit, offset, defense, claim, counterclaim or adjustment, the same is hereby waived by each such Loan Party), and # that as of the close of business on March 16, 2016, the aggregate outstanding principal amount of the Loans is $0.00 and the aggregate undrawn amount of all Letters of Credit is $8,172,900.74, # acknowledge that the Loan Documents executed by the Loan Parties are legal, valid and binding obligations enforceable against the Loan Parties in accordance with their respective terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and general principles of equity (whether considered in an action of law or in equity), # reaffirm that each of the Liens created and granted in or pursuant to the Credit Agreement and the other Loan Documents is valid and subsisting, # acknowledge that this Agreement shall in no manner impair or otherwise adversely affect such Obligations or Liens and # acknowledge that prior to executing this Agreement, the Loan Parties consulted with and had the benefit of advice of legal counsel of their own selection and have relied upon the advice of such counsel, and in no part upon the representations or advice of the Administrative Agent, any Lender or any counsel to the Administrative Agent, or any Lender concerning the legal effects of this Agreement or any provision hereof.

Estoppel and Financial Statements. Tenant fails to deliver the financial statements or the estoppel certificate to Landlord or a Landlord’s mortgagee or beneficiary under a deed of trust, as the case may be, within the time periods required by Paragraph 18 and Paragraph 19.

Estoppel Certificate or Subordination Agreement. Tenant fails to execute any document required from Tenant under Sections 23 or 27 within 5 business days after a second notice requesting such document.

Covenant not to Sue; Estoppel

A grant by ​, whether by implication, estoppel, or otherwise, of any licenses or rights other than that expressly granted under Sections 3.1 and 3.2.

satisfactory to ​ (but in no event shall a Tenant be required to deliver an estoppel certificate in form not required by its Lease), provided that ​ shall not be required to demand such certificates more frequently than two (2) times in any calendar year so long as no Trigger Period is continuing. ​ shall deliver to ​ each such estoppel certificate promptly upon ​’s receipt thereof, and shall use commercially reasonable efforts promptly to obtain same.