Resources · Glossary
What is an estoppel certificate?
An estoppel certificate is a signed statement by a tenant confirming lease terms, rent and any defaults, often required by lenders or buyers. Once signed, the tenant generally cannot later claim facts that contradict it.
| Term | Area |
|---|---|
| Estoppel certificate | Commercial leases |
| Commercial lease administration | Modules |
| Lease abstract | Glossary |
How is an estoppel certificate used?
When a property is sold or refinanced, the buyer or lender wants independent confirmation that leases are as the landlord describes. The landlord sends each tenant a certificate to complete and sign, as most commercial leases require within a set number of days.
Typical confirmations include the lease documents and amendments, the start and end dates, current rent and charges, the security deposit held, any prepaid rent, options to renew or terminate, and whether either party is in default. Tenants should check each statement against their own records before signing.
See also: Commercial lease administration.

What does an estoppel certificate cover?
Example checklist (illustrative). Lease dated 1 March 2022 with one amendment; term ends 28 February 2027; base rent $8,500 a month; CAM estimates $1,200 a month; security deposit $17,000; no rent paid more than one month in advance; one 5-year renewal option; no known defaults by landlord or tenant.

Does a tenant have to sign an estoppel certificate?
Most commercial leases include a clause requiring the tenant to deliver a certificate within a set period after the landlord asks, often 10 to 30 days. Failing to respond can be a lease default or may let the landlord treat the statements as accurate. Residential leases rarely include this requirement.
What should a tenant check before signing?
The tenant should compare every statement with its own lease file and ledger: rent amounts, deposit held, dates, options and any outstanding disputes. If something is wrong or a claim exists against the landlord, it should be noted on the certificate. Signing an inaccurate certificate can waive claims.
How is it different from an SNDA?
An estoppel certificate confirms facts about the lease at a point in time. An SNDA (subordination, non-disturbance and attornment agreement) sets the relationship between the tenant and the landlord's lender, such as whether the lease survives a foreclosure. Lenders often ask for both.
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