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Estoppel Preparation Checklist

A preparation checklist for reviewing and responding to landlord-requested estoppel certificates. This checklist ensures tenants verify all statements against the lease before certifying, protecting against inadvertently confirming incorrect facts. It also guides tenants on appropriate qualifications and exceptions to include in the estoppel response.

By Angel Campa, Founder · Updated March 2026

Who Uses This & When

Used by tenant legal counsel, real estate managers, and lease administrators when a landlord requests an estoppel certificate in connection with a property sale, refinancing, or lender due diligence.

Checklist Items (14)

  1. 1Request and obtain a copy of the complete lease file before reviewing the estoppel
  2. 2Verify the estoppel identifies the correct lease date, parties, and premises description
  3. 3Confirm the stated commencement date and expiration date match the executed lease
  4. 4Verify the monthly rent figure stated in the estoppel matches current rent obligations
  5. 5Confirm whether any rent concessions, abatements, or free rent periods remain outstanding
  6. 6Verify the security deposit amount and form stated in the estoppel is accurate
  7. 7Confirm the status of any outstanding landlord obligations (TI work, allowances, etc.)
  8. 8Verify there are no outstanding landlord defaults or disputes that should be noted
  9. 9Confirm the tenant has not assigned or subleased any portion of the premises (or identify existing assignments)
  10. 10Verify all lease modifications and amendments are listed and attached to the estoppel
  11. 11Confirm no rights of first offer, first refusal, or expansion options are omitted
  12. 12Add appropriate qualifications for any item the tenant cannot independently verify
  13. 13Have the estoppel reviewed by legal counsel before execution if significant obligations are involved
  14. 14Execute the estoppel within the timeframe specified in the lease (typically 10-15 days)

Related Lease Fields

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Frequently Asked Questions

What is an estoppel certificate and why does it matter?

An estoppel certificate is a legal document in which the tenant certifies specific facts about the lease — including rent amounts, lease dates, the absence of landlord defaults, and the completeness of the lease agreement. Once signed, the tenant is estopped (legally prevented) from later claiming facts that contradict the certificate. Lenders and buyers rely on estoppels to confirm the economic and legal status of leases in a property acquisition.

Can I refuse to sign an estoppel certificate?

Most commercial leases require the tenant to provide estoppels within a specified timeframe (typically 10-15 days) upon landlord request. Unreasonably refusing to sign is typically a default under the lease. However, you can and should include qualifications for any statements you cannot independently verify, and you should note any outstanding landlord defaults or disputes.

What should I do if the estoppel contains a factual error?

Never sign an estoppel containing incorrect facts without modification. Strike the incorrect statement, write in the correct information, and initial the change. If the landlord prepared the form, send a red-lined version with your corrections. Signing a materially incorrect estoppel can waive important lease rights and bind you to unfavorable terms.

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