Estoppel
Definition of estoppel
In 1628, the great jurist Edward Coke (pron. "Cook") put it best:
"Estoppe" commeth of the French word estoupe, from whence the English word stopped: and it is called estoppel or conclusion, because a man's owne act or acceptance stoppeth or closeth up his mouth to allege or plead the truth
Sometimes, you "speak now or forever hold your peace": that is one kind of estoppel.Franchisees buying an existing location and assuming a lease or sub-lease of real property will ask for an Estoppel Letter from the Landlord since they are not going to simply take the word of the selling franchisee that the lease is paid up to date and in full force. In New York the standard form retail space lease has an "Estoppel" provision stating that the Tenant will provide an Estoppel Letter to the Landlord or his designated agent upon request. Such a request will come about if the landlord wants to sell or refinance the building.
Attorney. Former franchisee. Co-author of Beguiling Heresy: Regulating the Franchise Relationship (Penn State Law Review, 2004). Paul primarily represents small business clients and franchisee litigation in the state of New York. Contact the Law Office of Paul Steinberg, NY, NY at 212-529-5400.
Comments
- Log in to post comments
Origins of the term Estoppel
Even though I prepare estoppel certificates several times a month, I never knew the origins of the word itself. Great concise explanation of the purpose of estoppel certificates too - many tenants have a hard time understanding their purpose and the fact that sometimes executing one is in their best interest!