[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"doc-seo-275449-105":3,"detail-sidebar-cat-1-en-105":85,"doc-detail-275449-en":130},{"code":4,"msg":5,"data":6},0,"ok",{"site_id":7,"language":8,"slug":9,"title":10,"keywords":11,"description":12,"schema_data":13,"social_meta":78,"head_meta":80,"extra_data":82,"updated_unix":84},105,"en","model-tenant-estoppel-certificate-form-certificate-template","MODEL TENANT ESTOPPEL CERTIFICATE - Form - certificate template","","MODEL TENANT ESTOPPEL CERTIFICATE (FORM) is a template document used in commercial real estate lending and acquisitions to obtain tenant confirmations about existing leases. It explains why leases drive lender and buyer cash-flow comfort and how estoppel certificates reduce post-closing surprises. The document covers negotiating the number and scope of estoppel certificates from tenants, addresses simultaneous purchase and refinancing considerations, and provides substantive guidance for “trivial” leases and lease repair contexts.",{"@graph":14,"@context":77},[15,34,56],{"@type":16,"itemListElement":17},"BreadcrumbList",[18,23,27,31],{"item":19,"name":20,"@type":21,"position":22},"https://docshare.wps.com","Home","ListItem",1,{"item":24,"name":25,"@type":21,"position":26},"https://docshare.wps.com/template/","Template",2,{"item":28,"name":29,"@type":21,"position":30},"https://docshare.wps.com/template/forms/","Forms",3,{"item":32,"name":10,"@type":21,"position":33},"https://docshare.wps.com/template/model-tenant-estoppel-certificate-form-certificate-template/275449/",4,{"url":32,"name":10,"@type":35,"image":36,"author":41,"headline":10,"publisher":44,"fileFormat":47,"inLanguage":8,"description":12,"dateModified":48,"datePublished":49,"encodingFormat":47,"isAccessibleForFree":50,"interactionStatistic":51},"DigitalDocument",{"url":37,"@type":38,"width":39,"height":40},"https://docshare.wps.com/thumbnails/model-tenant-estoppel-certificate-form-certificate-template/275449.png","ImageObject",442,249,{"name":42,"@type":43},"Aurora","Person",{"url":19,"name":45,"@type":46},"DocShare","Organization","application/pdf","2026-10-30","2026-09-15",true,{"@type":52,"interactionType":53,"userInteractionCount":55},"InteractionCounter",{"@type":54},"ViewAction",17,{"@type":57,"mainEntity":58},"FAQPage",[59,65,69,73],{"name":60,"@type":61,"acceptedAnswer":62},"What is a tenant estoppel certificate used for in a commercial mortgage or acquisition?","Question",{"text":63,"@type":64},"It is used to confirm facts about tenants’ leases that help lenders or buyers close the transaction and reduce post-closing surprises.","Answer",{"name":66,"@type":61,"acceptedAnswer":67},"How do lenders typically decide how many estoppel certificates to require?",{"text":68,"@type":64},"Lenders usually request certificates from all major tenants and enough additional tenants to cover a high percentage of the property’s total square footage, often at least 5% to 10% above the loan-to-value ratio.",{"name":70,"@type":61,"acceptedAnswer":71},"What does a “trivial” lease estoppel typically include?",{"text":72,"@type":64},"For minor leases, it may limit confirmations to that the lease (including amendments) has not been amended and is in full force, and may also include acknowledgment of assignment and rent payment to the lender if directed.",{"name":74,"@type":61,"acceptedAnswer":75},"Why can an estoppel certificate be less reliable than a lease amendment?",{"text":76,"@type":64},"Because it may not help future lenders, it can be questioned as an actual lease modification, and issues can arise with successors and assigns if the tenant assigns the lease.","https://schema.org",{"og:url":32,"og:type":79,"og:title":10,"og:site_name":45,"og:description":12},"article",{"robots":81,"canonical":32},"index,follow",{"doc_id":83,"site_id":7},275449,1790855795,{"code":4,"msg":86,"data":87},"success",[88,93,98,103,108,113,116,121,126],{"id":89,"doc_module":22,"doc_module_name":25,"category_name":90,"show_sort_weight":91,"slug":92},11,"Presentations",90,"presentations",{"id":94,"doc_module":22,"doc_module_name":25,"category_name":95,"show_sort_weight":96,"slug":97},12,"Resumes",80,"resumes",{"id":99,"doc_module":22,"doc_module_name":25,"category_name":100,"show_sort_weight":101,"slug":102},14,"Invoices",70,"invoices",{"id":104,"doc_module":22,"doc_module_name":25,"category_name":105,"show_sort_weight":106,"slug":107},15,"Posters",60,"posters",{"id":109,"doc_module":22,"doc_module_name":25,"category_name":110,"show_sort_weight":111,"slug":112},16,"Social Media",50,"social-media",{"id":55,"doc_module":22,"doc_module_name":25,"category_name":29,"show_sort_weight":114,"slug":115},40,"forms",{"id":117,"doc_module":22,"doc_module_name":25,"category_name":118,"show_sort_weight":119,"slug":120},18,"Letters",30,"letters",{"id":122,"doc_module":22,"doc_module_name":25,"category_name":123,"show_sort_weight":124,"slug":125},21,"Paper Templates",5,"papers-templates",{"id":127,"doc_module":22,"doc_module_name":25,"category_name":128,"show_sort_weight":4,"slug":129},158,"General","general-158",{"code":4,"msg":86,"data":131},{"doc_id":83,"user_id":132,"nickname":42,"user_avatar":133,"doc_module":22,"category_id":55,"category_name":29,"doc_title":10,"doc_description":12,"doc_content":134,"file_id":135,"file_url":136,"file_type":137,"file_size":138,"view_count":55,"is_deleted":4,"is_public":22,"is_downloadable":22,"audit_status":22,"page_count":139,"language":140,"language_code":8,"site_id":7,"html_lang":8,"table_of_contents":141,"faqs":142,"seo_title":143,"seo_description":12,"update_tm":144,"read_time":33},4810365810221,"https://ap-avatar.wpscdn.com/davatar_155a257f0dc6eb9ab79c44ca47cae57d","Reprinted from the May 2018 issue of ALI CLE’s The Practical Lawyer.  \nMODEL TENANT ESTOPPEL CERTIFICATE (FORM)  \nJOSHUA STEIN is founder of Joshua Stein PLLC, a boutique real estate firm in New York City. For information about the author, [visit www.joshuastein.com. The author appreciates](visit www.joshuastein.com. The author appreciates) helpful comments from Alfredo R. Lagamon, Jr., of Ernst & Young LLP; Donald H. Oppenheim of Berkeley, CA; Alexa Klein, Deborah Goldman, James Patalano, and Lauren Silk, of the author’s legal staff; and Robert G. Harvey, of the author’s editorial staff. Blame only the author for any errors or missed insights. A previous version of this template appeared in the New York State Bar Association treatise on Commercial Leasing, edited by Joshua Stein. Copyright © 2018 Joshua Stein. The author consents to use of this model document as a template for transactions. Please send comments to joshua@josh[uastein.com. An editable version is available from the author. It will reflect any improvements since publication. This article will become a](uastein.com. An editable version is available from the author. It will reflect any improvements since publication. This article will become a)[ ](uastein.com. An editable version is available from the author. It will reflect any improvements since publication. This article will become a)[chapter of the second edition of Joshua Stein](chapter of the second edition of Joshua Stein)’[s](s) book on ground leases, expected to appear in 2019. To be notified of actual publication of that book, please send email [to joshua@joshuastein.com](to joshua@joshuastein.com).  \nWhen a commercial real estate lender (a “Lender”) accepts a mortgage on stabilized income-producing real property, Lender believes the leases of the property (the “Leases”) will deliver the cash flow that the borrower (the “Borrower”) needs in order to repay the Lender’sloan. So the Leases matter a lot. Without them, Borrower probably won’t be able to repay the loan, unless Borrower’s principals decide to dip into their pockets, and they rarely do that.  \nGiven the importance of Leases, every Lender will want to know that:  \n• The Leases accurately reflect the entire deal between Borrower and its tenants (the “Tenants”);  \n• Tenants are paying rent without major issues; and  \n• Lender won’t face any unpleasant post-closing surprises involving the Leases and Tenants that Lender might have identified and handled before closing.1  \nAn investor that acquires commercial real estate (“Buyer”) will have similar concerns.  \nFor a typical commercial mortgage loan or acquisition closing, Lender or Buyer obtains the comfort it needs by insisting that Borrower (or Seller, for a purchase and sale) obtain Estoppel Certificates from Tenants. In these Estoppel Certificates, Tenants confirm facts about their Leases that give comfort to Lender or Buyer, and thus help to close the transaction.  \nIn preparing to close any commercial mortgage loan, a Borrower and a Lender can negotiate—or play a game of chicken—about exactly how many Estoppel Certificates Borrower must deliver, and from which Tenants. ALender’s requirements and expectations will vary. But a Lender will usually want Estoppel Certificates from all major Tenants, and enough of the other Tenants, to cover a high percentage of the total square footage of the property. That percentage will typically be at least 5% to 10% above the loan-to-value ratio of the loan, although it is entirely a matter of the circumstances of each particular loan and each Lender’s tastes.  \nThe following model document consists of a Tenant Estoppel Certificate, suitable for use in any commercial real estate loan or acquisition that involves stabilized property with existing tenancies—which is almost all of them. This document is prepared in the first instance from Lender’s perspective. It also includes provisions that accommodate a simultaneous purchase of the same real property, and consid","cbCaiq77kCP9C2QY","https://ap.wps.com/l/cbCaiq77kCP9C2QY","pdf",318653,10,"English","# Substantive Comments\n## \"Trivial\" Leases\n## Lease Repair\n## Future Refinancing\n## Lease Modification\n## Successors and Assigns","[{\"question\":\"What is a tenant estoppel certificate used for in a commercial mortgage or acquisition?\",\"answer\":\"It is used to confirm facts about tenants’ leases that help lenders or buyers close the transaction and reduce post-closing surprises.\"},{\"question\":\"How do lenders typically decide how many estoppel certificates to require?\",\"answer\":\"Lenders usually request certificates from all major tenants and enough additional tenants to cover a high percentage of the property’s total square footage, often at least 5% to 10% above the loan-to-value ratio.\"},{\"question\":\"What does a “trivial” lease estoppel typically include?\",\"answer\":\"For minor leases, it may limit confirmations to that the lease (including amendments) has not been amended and is in full force, and may also include acknowledgment of assignment and rent payment to the lender if directed.\"},{\"question\":\"Why can an estoppel certificate be less reliable than a lease amendment?\",\"answer\":\"Because it may not help future lenders, it can be questioned as an actual lease modification, and issues can arise with successors and assigns if the tenant assigns the lease.\"}]","MODEL TENANT ESTOPPEL CERTIFICATE - Form - certificate template | PDF",1789487507]