Consent Process. If Lessor desires to lease any space at Levi’s Plaza or consent to an assignment or sublease to a prospective tenant that (i) is identified above as a Key Competitor, (ii) has been identified by Lessee as a Key Competitor in a writing delivered to Lessor after the date of this Amendment, or (iii) Lessor should reasonably believe, in Lessor’s reasonable judgment, based upon information provided to Lessor at such time, is a Key Competitor, Lessor will inform Lessee in writing in advance of entering into any binding agreement with such prospective tenant for any premises located within Levi’s Plaza (or, in the case of an assignment or sublease, prior to consenting to such assignment or sublease), which notice shall specify the name, type of business and proposed use by such prospective tenant; provided, however, in connection with Lessor’s consent to an assignment of a lease or sublease of space, no such limitation shall apply nor shall any notice to or consent of Lessee be required if the withholding of Lessor’s consent would violate the terms of the underlying lease or otherwise result in a violation of applicable law. If such prospective tenant/assignee/sublessee is an actual Key Competitor within the meaning of Paragraph 5(a) above, Lessee may withhold its consent to such proposed tenant/assignee/sublessee by written notice to Lessor delivered within six (6) business days after Lessor’s request, which notice shall indicate that such prospective tenant/assignee/sublessee is a Key Competitor together with a statement from Lessee explaining the basis on which the prospective tenant/assignee/sublessee constitutes a Key Competitor; provided, however, in connection with Lessor’s consent to an assignment of a lease or sublease of space, Lessee shall have no right to consent to or otherwise disapprove any such assignee or sublessee if the withholding of Lessor’s consent to any such assignment of a lease or subleasing of space would violate the terms of the underlying lease or otherwise result in a violation of applicable law. Failure of Lessee to approve or disapprove any such proposed tenant/assignee/sublessee within such six (6) business day period shall be deemed Lessee’s approval of such tenant/assignee/sublessee and such six (6) business day period shall constitute Lessee’s only review right with respect to such tenant/assignee/sublessee. Lessee’s determination of whether a prospective tenant/assignee/sublessee is a Key Competitor shall be made in good faith. If Lessor leases any space to an actual Key Competitor or consents to a sublease or assignment to a Key Competitor without obtaining Lessee’s consent when required hereunder, Lessor shall be liable for all actual costs, expenses, damages and losses incurred by Lessee as a result of such lease and tenancy; provided, however, (A) in the case of Lessor’s consent to an assignment of a lease or sublease of space, Lessor shall have no such liability to Lessee (irrespective of whether or not such assignee/sublessee is an actual Key Competitor) if the withholding of Lessor’s consent would violate the terms of the underlying lease or otherwise result in a violation of applicable law, and (B) in no event shall Lessor be liable to Lessee under any circumstances for injury or damage to, or interference with Lessee’s business, including, but not limited to, loss of profits or other revenues, loss of business opportunity or loss of goodwill; provided, further, however, that the parties hereby stipulate that in view of the irreparable harm likely to result to Lessee’s business in the event of a breach of the provisions of this Paragraph 5 by Lessor, Lessee shall be entitled to obtain injunctive relief to enforce its rights pursuant to this Paragraph 5, provided, that no such injunctive relief shall be afforded Lessee in the case of Lessor’s consent to an assignment of a lease or sublease of space, if the withholding of Lessor’s consent would violate the terms of the underlying lease or otherwise result in a violation of applicable law.
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Samples: Lease (Levi Strauss & Co), Lease (Levi Strauss & Co), Lease (Levi Strauss & Co)
Consent Process. If Lessor desires to lease any space at Levi’s Plaza or consent to an assignment or sublease to a prospective tenant that (i) is identified above as a Key Competitor, (ii) has been identified by Lessee as a Key Competitor in a writing delivered to Lessor after the date of this Amendment, or (iii) Lessor should reasonably believe, in Lessor’s reasonable judgment, based upon information provided to Lessor at such time, is a Key Competitor, Lessor will inform Lessee in writing in advance of entering into any binding agreement with such prospective tenant for any premises located within Levi’s Plaza (or, in the case of an assignment or sublease, prior to consenting to such assignment or sublease), which notice shall specify the name, type of business and proposed use by such prospective tenant; provided, however, in connection with Lessor’s Tenant requests Landlord's consent to an assignment of this Lease or subletting of all or part of the Premises, Landlord may, at its option: (i) approve such sublease or assignment (but no approval of an assignment or sublease shall relieve Tenant of any liability hereunder); (ii) negotiate directly with the proposed subtenant or assignee and, in the event Landlord is able to reach agreement with such proposed subtenant or assignee, upon execution of a lease with such subtenant or sublease assignee, terminate this Lease (in part or in whole, as appropriate) upon twenty (20) days' notice; (iii) recapture the Premises or applicable portion thereof from Tenant and terminate this Lease (in part or in whole, as appropriate) upon twenty (20) days' notice in which case Landlord shall be permitted to lease the Premises to any third party; or (iv) if Landlord should fail to notify Tenant in writing of space, no such limitation shall apply nor shall any notice to or consent of Lessee be required if the withholding of Lessor’s consent would violate the terms its decision within a twenty (20) day period after Landlord is notified in writing of the underlying lease proposed assignment or otherwise result sublease, Tenant shall have the right to make a second request, in a violation writing to Landlord for such approval, which second request shall state in bold face that the request constitutes Tenant's second request and that Landlord has ten (10) days within which to respond. Notwithstanding any provision contained herein to the contrary, Landlord shall be deemed to have approved such sublease or assignment, unless Landlord gives Tenant its written objection thereto within ten (10) days after receipt of applicable lawthe second request for such approval. If such prospective tenant/assignee/sublessee is Landlord consents to any assignment or sublease, Tenant shall pay to Landlord, on demand as Additional Rent, an actual Key Competitor within the meaning administrative fee of Paragraph 5(aone thousand dollars ($1,000.00) above, Lessee may withhold its consent to such proposed tenant/assignee/sublessee by written notice to Lessor delivered within six (6) business days after Lessor’s request, which notice shall indicate that such prospective tenant/assignee/sublessee is a Key Competitor together and will reimburse Landlord for all reasonable attorneys’ fees and costs associated with a statement from Lessee explaining the basis on which the prospective tenant/assignee/sublessee constitutes a Key Competitor; provided, however, in connection with LessorLandlord’s consent to an the assignment of a lease or sublease of space, Lessee shall have no right to consent to or otherwise disapprove any such assignee or sublessee if the withholding of Lessor’s consent to any such assignment of a lease or subleasing of space would violate the terms of the underlying lease or otherwise result in a violation of applicable law. Failure of Lessee to approve or disapprove any such proposed tenant/assignee/sublessee within such six (6) business day period shall be deemed Lessee’s approval of such tenant/assignee/sublessee and such six (6) business day period shall constitute Lessee’s only review right with respect to such tenant/assignee/sublessee. Lessee’s determination of whether a prospective tenant/assignee/sublessee is a Key Competitor shall be made in good faith. If Lessor leases any space to an actual Key Competitor or consents to a sublease or assignment to a Key Competitor without obtaining Lessee’s consent when required hereunder, Lessor shall be liable for all actual costs, expenses, damages and losses incurred by Lessee as a result of such lease and tenancy; provided, however, (A) in the case of Lessor’s consent to an assignment of a lease or sublease of space, Lessor shall have no such liability to Lessee (irrespective of whether or not such assignee/sublessee is an actual Key Competitor) if the withholding of Lessor’s consent would violate the terms of the underlying lease or otherwise result in a violation of applicable law, and (B) in no event shall Lessor be liable to Lessee under any circumstances for injury or damage to, or interference with Lessee’s business, including, but not limited to, loss of profits or other revenues, loss of business opportunity or loss of goodwill; provided, further, however, that the parties hereby stipulate that in view of the irreparable harm likely to result to Lessee’s business in the event of a breach of the provisions of this Paragraph 5 by Lessor, Lessee shall be entitled to obtain injunctive relief to enforce its rights pursuant to this Paragraph 5, provided, that no such injunctive relief shall be afforded Lessee in the case of Lessor’s consent to an assignment of a lease or sublease of space, if the withholding of Lessor’s consent would violate the terms of the underlying lease or otherwise result in a violation of applicable lawsublease.
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