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MShore Law
MShore Law, Attorney
Category: Business Law
Satisfied Customers: 25285
Experience:  Drafted Negotiated and/or Reviewed Thousands of Commercial Agreements
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My commerical landlord wants me to sign an Estoppel Certificate

Customer Question

My commerical landlord wants me to sign an Estoppel Certificate as he is refinancing the building. My Lease Agreement expressly states that a similar, competing business would not be added to our building. Last year, a similar business was put in a few doors down from us in the building. I immediately contacted the Landlord and complained, and he said that they other business did not disclose that they were in the same industry as us, but the landlord would take care of it. After 5 months of phone calls from me, I sent the Landlord a letter stating that the other business in the building was a violation of our agreement, and that the other business was lying to our customers, teling customers not to use our business and instead use their business, and the was real financial harm being done. I asked for a month of rent to be excused as it was slightly less than the actual cost of lost revenue due to this other tenant. The landlord immediately, finally, told the other business to cease and they would find them another commerical location. The landlord apolgised for signing them and the delay in getting it resolved. Fast forward several months, and we get a bill from the landlord for the outstanding rent. We go eet wit the landlord. He offeres to forgive that months rent if we sign an extended lease. We are not sure about resigning, but continue to pay each current month. However, we have not paid for that one month of rent that we feel he should excuse since it is close to our lost income amount due to the tenant he put in that violated our lease.
Now he wants us to sign an Estoppel Cert. saying he has fully performed under our Lease, and we have no set-offs or disputed amounts owed. The landlord told me today, to just sign the Estoppel and then write an letter about the disputed amount to him. Should I sign the Estoppel, and/ or write an Addendum to the Estoppel? If I sign the Estoppel, even with an Addendum, can I still negotiate that month's rent/ lost income amount?
Submitted: 5 years ago.
Category: Business Law
Expert:  MShore Law replied 5 years ago.
Thank you for the post, I am happy to assist you by answering your questions. You should not sign the estoppel agreement unless and until the landlord agrees in writing that the execution of the agreement would not absolve him of liability for the month's rent in dispute and he, by virtue of execution of the agreement, forgives the same. If the estoppel agreement and addendum stipulating the forgiven rent are executed simultaneously with the addendum incorporating the terms of the estoppel agreement that would suffice as well. Please let me know if you need additional guidance.