Common use of Reasonable Consent Clause in Contracts

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting assignment of the lease or the Subletting of the Premises or any portion thereof or the assignment of this Lease. thereof: Tenant shall submit in writing to Landlord (ia) the name and legal composition of the proposed subtenant Assignee or assigneeSublessee; (iib) the nature of the proposed Assignee’s or Sublessee’s business proposed to be carried on in the Premises; (iiic) the terms and provisions of the proposed subleaseAssignment or Sublease; (ivd) such reasonable financial information as Landlord may request concerning the proposed subtenant Assignee or assigneeSublessee including, without limitation, financial history, credit rating and business experience. Tenant acknowledges that Landlord has entered into this Lease in reliance on the particular skills, knowledge and experience of Tenant and/or the principal officer of Tenant with respect to the conduct of business in the Premises; and (v) Tenant recognizes that Landlord’s substantial investment at risk under the form terms of this Lease is based upon Landlord’s judgmental consideration regarding Tenant’s abilities as set forth above. Without in any way limiting Landlord’s rights to refuse to give such consent for any other reason or reasons Landlord reserves the right to give such consent if in Landlord’s reasonable business judgment the quality of operation is or may be in any way adversely affected during the term of the proposed sublease Lease. Anything to the contrary notwithstanding contained herein or assignment. Within ten (10) business days after elsewhere in this Lease, Landlord receives all such information it shall notify Tenant whether it approves as additional consideration for approval of such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be entitled to receive any and all consideration payable in connection therewith, including without limitation, any additional Rent or other charges or any lump sum settlement after Tenants has recovered it’s reasonable for Landlord costs related to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the such assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesand sublease.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall will not unreasonably withhold or delay its consent to an assignment or sublease by Tenant. Landlord may withhold its consent to any hypothecation, assignment for security purposes or other Transfer arbitrarily and in its sole discretion. Tenant agrees that Landlord's withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the subletting other material terms and conditions of this Article have not been complied with, or if any of the following conditions are not satisfied: (a) the subtenant or assignee will use the Building and the Premises only for the uses permitted in Section 1.1(h) and otherwise in accordance with this Lease, and the business and reputation of the subtenant or assignee are reasonably acceptable to Landlord and Landlord' Mortgagees (and Landlord's Mortgagees will not unreasonably withhold or delay their consent); (b) the subtenant or assignee is reputable and creditworthy and has the independent financial ability to perform its obligations under its assignment or sublease without undue financial burden in Landlord's reasonable judgment (which reasonable judgment shall be deemed satisfied if the subtenant or assignee has a net worth, credit rating and financial capability at least equal to Tenant's when Tenant executed this Lease), and it is not then subject to any bankruptcy or reorganization plan, proceeding or order, and no receiver is managing its affairs or assets; and (c) there will be no more than an aggregate of six (6) subleases of the Premises or at any portion thereof or the assignment of this Leaseone time. Tenant shall submit in writing to These conditions are not exclusive and Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed may consider other factors deemed to be carried on relevant in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as determining if Landlord may request concerning the proposed subtenant should grant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent intends to the subletting of assign this Lease or sublet the Premises or any portion thereof part thereof, Tenant shall give Landlord written notice of such intent (“Transfer Notice”). Tenant’s Transfer Notice shall be accompanied by a copy of the proposed assignment or sublease between Tenant and the assignment of this Leaseproposed assignee or subtenant, together with current and three (3) years’ prior financial statements, if available, for the proposed assignee or subtenant, which financial statement shall be prepared in accordance with generally accepted accounting principles. Tenant shall submit provide Landlord with any additional information or documentation reasonably requested by Landlord within ten (10) Business Days after receiving Landlord’s request. Landlord shall then have a period of thirty (30) days following receipt of such additional information (or 30 days after 60447235.v9 receipt of Tenant’s Transfer Notice if no additional information is requested) within which to notify Tenant in writing that Landlord elects either (a) to exercise its recapture rights in accordance with Section 13.2 in which event Tenant will be relieved of all further obligations hereunder as to such space as of the date specified in Landlord’s notice terminating the Lease with respect to the relevant space, (b) to permit Tenant to assign this Lease or sublet such space as described in the Transfer Notice, subject, however, to prior written consent, which shall not be unreasonably withheld, conditioned or delayed to the proposed assignment or sublease or (c) deny Tenant’s request to assign this Lease or sublet such space. Among other factors upon which Landlord may reasonably withhold consent are the following: (i) the name and legal composition use of the Premises by such proposed assignee or subtenant does not comply with applicable law or assigneeconflicts with any City of Alameda ordinance; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions financial condition of the proposed sublease; (iv) assignee or subtenant is such that, in Landlord’s reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of determination, it would be unable to perform its obligations under the proposed sublease or assignment. Within ten ; or (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (iiii) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned proposed to be sublet is irregular in shape and/or does not permit safe or subletotherwise appropriate means of ingress and egress, (ii) Landlord reasonably disapproves or does not comply with other Laws or regulations. For clarity, the Alameda City Council shall be deemed to have approved any such assignment or transfer of this Lease or sublease of all or a portion of the Transferee’s reputation or the character Premises if approved by a vote of a simple majority of the business council (e.g. in 2022 terms three affirmative votes) at a noticed public meeting of the Alameda City Council, unless otherwise required by law, including the City Charter. ▇▇▇▇▇▇▇▇ agrees to be conducted use best efforts to place on the City Council agenda any request for approval by the Transferee at Alameda City Council within sixty (60) days of receipt of the Premises, (iii) Tenant’s request. In no event shall the TransfereeAlameda City Council’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesapproval be unreasonably withheld.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold nor delay its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowTransfer. (ba) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation business operating ability or the character of the business to be conducted by the Transferee at the Premiseshistory or creditworthiness, (iii) the Transferee is a governmental agency or unit, (iv) the Transferee is an existing tenant in the Building (or another building owned or controlled by Landlord or an affiliate of Landlord; such other buildings and the Building are hereinafter collectively referred to in this Section 14 as the “Project”) or a party with whom Landlord has negotiated to lease space in the Project within the preceding six (6) months, (v) the proposed Transfer would violate any “exclusive” rights of any tenants in the Project, (vi) the rental and other consideration payable by the Transferee is less than that currently being paid by tenants under new leases of comparable space in the Project, (vii) Tenant is in default under this Lease, (viii) such Transferee’s business entails proposed use is not permitted under Section 5 — Use and Compliance with Laws, (ix) such Transferee’s proposed use would increase the operation density of a call centeroccupation in the Premises or use of the Building’s parking facilities beyond those levels permitted by law, or (x) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Building. (b) Tenant may assign this Lease or sublease the Leased Premises, in whole or in part, without the express written consent of Landlord, to: (i) any corporation or other entity into which or with which Tenant has merged or consolidated; (ii) any parent, subsidiary, successor, or affiliated corporation of Tenant or (iii) any person or entity that acquires all or substantially all of the assets or operations of Tenant within the State in which the Leased Premises is located; or (iv) the any partnership of Tenant, provided Tenant or such parent corporation is a general partner. No such assignment or sublease pursuant to this subparagraph shall relieve Tenant of any liability hereunder. Any assignment or subletting would materially increase which does not satisfy the burden on aforesaid conditions of this subparagraph shall constitute a transfer subject to the Building services other provisions of this Article. Notwithstanding anything in this Lease to the contrary, provided Tenant provides written notice to the Landlord, (i) any sale or issuance of Tenant’s stock or other ownership interest in connection with a public offering, (ii) any transfer of Tenant’s stock or other ownership among Tenant’s shareholders, members, partners, etc., or to employees of Tenant or its affiliates, (iii) any transfer of Tenant’s stock or other ownership interest by shareholders, members, partners, etc., to family members, (iv) any trust for the number benefit of people occupying family members, or any transfer of Tenant’s stock or other ownership interest upon the Premisesdeath of any shareholder, member, partners, etc;, or (v) any transfer of Tenant’s stock or other ownership interest to a person or entity that acquires all or substantially all of the ownership interest of Tenant shall in no event be deemed an assignment of this Lease, require Landlord’s consent or permit Landlord to terminate this Lease, notwithstanding that any such sale, issuance or transfer may result in a change of voting control of Tenant.

Reasonable Consent. (a) If Tenant complies with the following conditionsExcept as otherwise set forth in this Section 18, Landlord shall will not unreasonably withhold or delay its consent to the subletting of the Premises an assignment or any portion thereof or the assignment of this Lease. sublease by Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; it will have at least fifteen (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (1015) business days after delivery of the information required in Section 18.2), but Landlord receives all such information it shall notify Tenant whether it approves such may withhold its consent arbitrarily and in its sole discretion to any hypothecation, assignment for security purposes or other Transfer or to any requested assignment or subletting sublease before Tenant has occupied and begun to conduct business insubstantially all of the Premises, has confirmed in writing the correct Rent Commencement Dates and that it has accepted the Premises and Landlord’s Work in all respects, and Tenant has paid its first full month’s rent for the Premises. Tenant agrees that Landlord’s withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the other terms and conditions of this Article have not been complied with, or if it elects to proceed under Paragraph 15.8 below. any of the following conditions are not satisfied: (a) the Transfer does not violate any terms of this Lease, the subtenant or assignee will use the Premises only for the uses permitted in Section 1.1(i) and otherwise in accordance with this Lease and such use will not increase the risk of possible contamination by hazardous substances in Landlord’s reasonable judgment, and the business and reputation of the subtenant or assignee are consistent with the other tenancies and standards of the Project in Landlord’s reasonable judgment; (b) The parties hereto agree the subtenant or assignee is as reputable and acknowledge thatcreditworthy as Tenant and has the independent financial ability to perform the obligations of Tenant under this Lease (if the Transferee is an assignee) or its obligations under its sublease (if the Transferee is a sublessee) without undue financial burden in Landlord’s reasonable judgment, among and neither it nor its predecessors in interest is then subject to a bankruptcy or reorganization, or then has a receiver appointed to manage its affairs or in connection with any of its assets, or has been subject to material criminal judgments, sanctions, consent decrees or similar actions by the SEC or other circumstances governmental or quasi-governmental authorities; (c) the rent per square foot proposed to be payable by the Transferee is at least 85% of the rent then currently charged by Landlord for which comparable space in the Project or under this Lease, whichever is greater; (d) if the Transfer is a sublease it must prohibit the Transferee and Tenant from exercising any right to extend, renew or lease additional space or exercising similar rights under this Lease; (e) Landlord’s Mortgagees consent (if their consent is required); and (f) there will be no more than an aggregate of three (3) subleases of the Premises. These conditions are not exclusive and Landlord could may consider other factors reasonably deemed to be relevant in determining if Landlord should grant or reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If As set forth in paragraph 28 above, Tenant complies with the following conditions, Landlord shall not sublet or assign the Leased Premises without the Landlord's prior written consent, which consent shall not be unreasonably withhold its withheld. In determining whether to grant consent to the subletting Tenant's sublet or assignment request, the Landlord may consider any reasonable factor. Landlord and Tenant agree that any one of the Premises following factors, or any portion thereof or other reasonable factor, will be reasonable grounds for deciding the assignment Tenant's request: A. Financial strength of the proposed subtenant/assignee must be at least equal to that of the existing Tenant; B. Business reputation of the proposed subtenant/assignee must be in accordance with generally acceptable commercial standards; C. Use of the Leased Premises by the proposed subtenant/assignee must be identical to the use permitted by this Lease; D. Percentage rents, if a condition of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition , of the proposed subtenant subtenant/assignee, or assignee; (ii) the nature prospect of percentage rents, must be at least equal to that of the business proposed to be carried on in the Premises; (iii) the terms existing Tenant; E. Managerial and provisions operational skills of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning subtenant/assignee must be the same or exceed those of the existing Tenant; F. Use of the Leased Premises by the proposed subtenant subtenant/assignee will not violate or assignee; and (v) the form create any potential violation of any laws; G. Use of the proposed sublease Leased Premises will not violate any other agreements affecting the Leased Premises, the Landlord or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment other Tenants or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for require Landlord to withhold its consent where (i) the assignee make alterations or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business improvements to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises.

Reasonable Consent. (a) If Tenant complies with the following conditionsExcept as specifically set forth in Section 18.3(b) below or elsewhere in this Article, Landlord shall will not unreasonably withhold or delay its consent to sublease or an assignment by Tenant. Tenant agrees that Landlord’s withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in monetary default or in default of other terms after any applicable notice and cure periods, or if any of the subletting following conditions are not SATISFIED: (a) the sublease or assignment complies with this Article and the rest of this Lease, the subtenant or assignee will use the Premises only for the uses permitted in Section 1.1 (k) and otherwise in accordance with this Lease, its use will not increase the risk of possible contamination by Hazardous Materials in Landlord’s reasonable judgment, and the business and reputation of the subtenant or assignee are consistent with the other tenancies and standards of the Project in Landlord’s reasonable judgment; (b) the subtenant or assignee is not a governmental or quasi-governmental entity nor is it a person with diplomatic immunity; (c) the subtenant or assignee is stable and creditworthy and has the independent financial ability to perform its obligations as sublessee or assignee without undue financial burden in Landlord’s reasonable judgment and neither it nor its predecessors in interest has had a receiver appointed to manage its affairs or in connection with any of its assets or been subject to a bankruptcy or reorganization, criminal judgments, sanctions, consent decrees or similar actions by the SEC or other governmental or quasi-governmental authorities; (d) the terms of the Transfer prohibit the Transferee from exercising (or occupying space leased by Tenant pursuant to Tenant’s exercise of) any right to extend, renew or cancel this Lease or any part thereof or lease additional space in the Project; (e) Landlord’s Mortgagees consent (if their consent is required); (f) there will be no more than an aggregate of two (2) subleases of the Premises, (g) the subtenant uses the Premises for an office use consistent with an office use for a Class A office building and (h) neither Tenant nor any broker, agent or other representative retained by tenant shall have publicly advertised the availability of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing without prior notice to and approval by Landlord (i) which approval shall be with respect to the name and legal composition advertisement itself as opposed to the right to advertise), nor shall any public advertisement state the proposed rental, but nothing contained herein shall be deemed to prohibit Tenant, without Landlord’s reasonable consent or approval, from listing with brokers the availability of the proposed subtenant Premises for sublet or assignee; (ii) the nature of the business proposed assignment at any rental rate, and broker’s fliers or listings and Tenant’s marketing materials shall not be deemed to constitute public advertisements. These conditions are not exclusive and Landlord may reasonably consider other factors deemed to be carried on relevant in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as determining if Landlord may request concerning the proposed subtenant should grant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowreasonably withhold its consent. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent If Tenant proposes to a assign or sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee otherwise Transfer all or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned (except to a valid assignee or subletsublessee pursuant to a Transfer permitted without consent under Section 18.5(c)), (ii) Landlord will have the right, but not the obligation, either to: consent or reasonably disapproves withhold consent under Section 18.3(a). In addition to the options provided in the foregoing sentence, if the proposed transfer is an assignment of sublease of the entire Premises, the Landlord may construe the proposal as an offer to Landlord on the same terms as with the proposed Transferee, which may be accepted by Landlord (although Landlord will always have the right to further sublease, assign or Transfer without Tenant’s reputation review or approval); or terminate the character Lease with respect to the space to be assigned, subleased or otherwise Transferred (which space may be reasonably reconfigured by Landlord at its sole cost and expense to obtain a discrete and architecturally complete space leaseable to others if less than all of the business Premises is involved), provided that in any case Landlord notifies Tenant in writing within the twenty-one (21) day period described in Section 18.2. If Landlord so elects to terminate, this Lease will terminate on the date specified by Landlord in its notice (but not prior to the proposed transfer date) to Tenant as if such date were the expiration date of this Lease with respect to that space. The termination date specified by Landlord will be conducted by not less than thirty (30) days or more than ninety (90) days after the Transferee at date of Landlord’s election notice. As of the termination date, Tenant no longer will have any liability for the rent and other obligations under the Lease for periods thereafter for that portion of the Premises, and Tenant’s parking rights (iiiassigned and unassigned parking) will be proportionally reduced. At Landlord’s election, Tenant will execute an amendment of this Lease confirming the terms of such termination. If Landlord exercises its right to accept the offer or terminate all or a part of the Lease as set forth above, it will have the right to not lease the space or enter into a lease or other agreement for all or parts of the space from time to time with any other person(s), including, without limitation, Tenant’s proposed Transferee, on terms acceptable to Landlord in its sole and arbitrary discretion, and notwithstanding anything to the contrary, Tenant will have no right or interest in any rent or other consideration payable under those leases or other agreements. Landlord’s business entails right to recapture under this subsection 18.3(b) shall not apply to permitted transfers under Section 18.5(c) below or transfers which would have otherwise been permitted under Section 18.5(c), except the operation of a call centerTransferee failed the net worth, or credit rating and financial capability test under said subsection (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesc).

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the nature or character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation Project, unless, in the case of a call centeran existing tenant, Landlord does not have space in the Project available to lease to the existing tenant containing the same or more square feet than the existing tenant identifies in writing that the existing tenant requires, (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Project to the Proposed Transferee or given a written proposal in response to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Project, at any time within the preceding six months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Project or increasing the expenses associated with operating, maintaining and repairing the Project. In no event may Tenant publicly advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten five (105) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph Section 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s 's reputation or credit worthiness or the character of the business to be conducted by the Transferee at the Premises, (iiiii) the Transferee’s business entails Transferee is an existing tenant of the operation of a call centerBuilding, or (iviii) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, (iv) Landlord otherwise reasonably determines that the assignment or sublease would have the effect of decreasing the value of the Property or increasing the expenses associated with operating the Property.

Reasonable Consent. Landlord agrees not to unreasonably withhold or delay its consent to any alterations; provided, however, that Landlord shall not be deemed to have acted unreasonably if it withholds its consent because, in Landlord’s reasonable opinion, the work: would adversely affect Building systems, the structure of the Building or the safety of its occupants; would increase Landlord’s cost of repairs, insurance or furnishing services or otherwise adversely affect Landlord’s ability to efficiently operate the Building or furnish services to Tenant or other tenants; involves toxic or hazardous materials in any unlawful manner; or requires entry into another tenant’s premises or use of public areas (a) If other than use of public areas for movement of materials to the Premises). The foregoing reasons, however, shall not be exclusive of the reasons for which Landlord may withhold consent, whether or not any other reasons are similar or dissimilar to the foregoing. In addition, if Tenant complies with requests Landlord’s approval of any plans and specifications for alterations or of any of the following conditionsother items described in Section 12.A, Landlord shall not unreasonably withhold its consent have fifteen (15) days following receipt of Tenant’s request for approval of each of such items to notify Tenant of Landlord’s approval or disapproval. If Landlord fails to respond to Tenant within the subletting of the Premises or any portion thereof or the assignment of this Lease. fifteen (15) day period, Tenant shall submit deliver a second notice to Landlord, stating in writing bold type on the first page thereof “URGENT - DELAY NOTICE,” which notice shall specify the matter or item for which Tenant is seeking approval and shall state that if Landlord fails to Landlord respond within three (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (103) business days after following receipt of the notice, such matter or item will be deemed approved by Landlord. If Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects fails to proceed under Paragraph 15.8 below. respond to the second notice within three (b3) The parties hereto agree and acknowledge thatbusiness days following receipt, among other circumstances the matters for which Landlord could reasonably withhold its consent to a sublease or assignment, it approval has been sought shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesdeemed approved.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iiiii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects pursuant to proceed under Paragraph 15.8 belowSection 17.7 - Landlord's Right to Space. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s 's business operating ability or history, reputation or credit worthiness or the character of the business to be conducted by the Transferee at the PremisesPremised, (iii) the Transferee’s business entails Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject or Building, or (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project or Building, (v) Landlord other wise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services Project or the number of people occupying the PremisesBuilding.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "TRANSFEREE"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 Section 14.7 - LANDLORD'S RIGHT TO SPACE; provided however, Landlord's failure to so notify Tenant shall constitute Landlord's approval of such Transfer. Notwithstanding the foregoing, Landlord hereby pre-approves a Transfer to an Affiliate (as defined below. (b) The parties hereto agree and acknowledge thatof ▇▇▇▇▇▇▇ Sports, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentInc., it shall be reasonable for Landlord to withhold its consent where (i) provided that Tenant complies with the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion requirements of the Premises assigned second sentence of this Section 14.2 (a); the Transfer will comply with the conditions set forth in Section 14.2(b) below; and such Transferee agrees in writing to assume all of Tenant's obligations under this Lease. For purposes of this Article 14, the term "AFFILIATE" means any person(s) or subletentity(ies) which now own(s), directly or indirectly, at least fifty percent (ii50%) Landlord reasonably disapproves voting control of the Transferee’s reputation Tenant ("CURRENT OWNERS") and any entity in which the Tenant or Tenant's Current Owners own, directly or indirectly, at least fifty percent (50%) voting control, unless Tenant establishes to Landlord's reasonable satisfaction that "CONTROL" is held by means other than ownership or voting, in which case "CONTROL" shall mean the character power to direct the management policies of the business to be conducted an entity, as so established by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the PremisesTenant.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord a request for Landlord’s consent to the proposed Transfer (a “Transfer Consent Request”) together with all of the following: (i) the name and legal composition of the proposed subtenant or assignee; Proposed Transferee, (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income and cash flow statements for the terms last two years, and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and Transfer. No later than twenty (v20) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives Tenant’s Transfer Consent Request and all of such information it information, Landlord shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 (Landlord’s Right to Space). (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerBuilding, or (iv) the assignment proposed Transfer would violate any “exclusive” rights of any tenants in the Building, (v) a proposed Transfer would violate any Encumbrance, (vi) any Lender objects to the proposed Transfer, or subletting (vii) Landlord otherwise determines that the proposed Transfer would materially increase have the burden on effect of decreasing the Building services value of the Property or increasing the number of people occupying expenses associated with operating, maintaining and repairing the PremisesProperty.

Reasonable Consent. (a) If Tenant complies with the following conditions, 15.5.1. Landlord shall not unreasonably withhold withhold, condition or delay its consent to any proposed assignment of the subletting Lease or a Major Sublease of the Premises or any portion thereof or the thereof. Landlord shall not disapprove any proposed assignment of this LeaseLease or Major Sublease for reasons that would not be reasonable grounds for a private Landlord to disapprove such transaction; provided that in no event shall any Transferee be an Excluded Contractor. Tenant shall submit Among the factors to be considered by Landlord in writing determining whether to Landlord consent may be: (i) the name proposed Transferee’s proof of authority, qualification to do business, and legal composition of the proposed subtenant or assigneestatus; (ii) the nature and quality of the hotel business proposed to be carried on in the PremisesPremises is in material compliance with the terms of this Lease; (iii) the terms and provisions of evidence reasonably satisfactory to Landlord submitted by Tenant or otherwise available to Landlord that the proposed subleaseTransferee or subtenant has a satisfactory business reputation; (iv) such reasonable financial information as Landlord may request concerning Tenant reasonably establishes that the proposed subtenant assignee has (1) demonstrable prior successful experience in operating (either itself or assigneea Person holding a controlling interest in the assignee either directly in having directly operated or indirectly in having previously retained a hotel management company to operate) hotels and restaurants of similar or better quality than the one required to be operated on the Premises by Tenant, (2) sufficient capability (either directly or indirectly by retaining an experienced Person (such as an employee or consultant or controlling Person) to manage properties of historic significance, and (3) sufficient financial wherewithal to perform its obligations under this Lease. 15.5.2. In the event the proposed assignee is an entity which does not itself have either direct or indirect demonstrable successful prior experience in operating hotels of similar or better quality and thus also does not have a good general business reputation as a hotel owner or Operator as required by Section 15.5. 1 (iii) and (iv), the proposed assignee may satisfy Section 15.5.I(iii) and (iv) by reasonably establishing to Landlord’s satisfaction that: (a) it or an entity or Person owning a controlling interest in it has demonstrable successful prior experience in operating an active business (other than as a mere passive investor) or in actively developing real estate of value comparable to the Premises; (b) it has a very good general business reputation in the business in which it has been engaged; (c) it retains under a written operating agreement, a copy of which shall be provided to Landlord along with Tenant’s request for consent to assignment, a hotel management company which has demonstrable successful prior experience in operating hotels of generally comparable quality as the Hotel; and (vd) such hotel management company meets the form criteria set forth in Section 15.1. Landlord shall approve or disapprove any proposed assignment within twenty (20) days after request therefor from Tenant together with written presentation by Tenant of sufficiently detailed information pursuant to Section 15.5.1(i) through Section 15.5. 1 (iv) above. If Landlord shall disapprove of any such proposed assignment, such disapproval shall include Landlord’s stated reasons for such disapproval in reasonable detail. If (i) Landlord fails to approve or disapprove any proposed assignment within such twenty (20) day period, (ii) Tenant thereafter makes a second request for Landlord’s approval of the proposed sublease assignment and (iii) Landlord fails to approve or assignment. Within disapprove the proposed assignment within ten (10) business days after Landlord receives Tenant’s second request, then Tenant shall have the right to recover all reasonable additional costs and expenses incurred by Tenant (and to such information it other relief as may be available to Tenant at law or in equity) by reason of Landlord’s failure timely to respond or Landlord’s wrongful disapproval, and such rights shall notify arise immediately after the expiration of such ten (10) day period, without regard to any cure period that otherwise would be applicable pursuant to this Lease, including without limitation the cure period in Section 27.2.1. Notwithstanding the foregoing, in order for any assignment or other transfer to be effective for any purpose under this Lease, the proposed assignee must assume in writing the performance of all of the terms, covenants, and conditions on the part of Tenant whether it approves to be performed hereunder from and after the date of such assignment or subletting or if it elects other transfer. In the event an assignment is approved by Landlord but not completed within one (1) year after said approval, any future assignment to proceed under Paragraph 15.8 belowthe approved party shall again be subject to re-approval pursuant to this Section 15.5. Without limiting the other provisions to which Section 19.2 applies, any request for Landlord’s consent pursuant to this Section 15.5.2 shall comply with Section 19.2. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it 15.5.3. Nothing contained in this Section 15.5 shall be reasonable for Landlord construed as prohibiting the granting by Tenant of a Leasehold Mortgage which is made subject to withhold its consent where (i) and otherwise in accordance with the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion terms, covenants and provisions of the Premises assigned or subletthis Lease, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character foreclosure (or deed in lieu thereof) of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesany such Leasehold Mortgage.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. ▇▇▇▇▇▇▇▇’s consent to any other proposed Transfer may be granted or withheld in Landlord’s sole and absolute discretion. If Tenant shall submit desire ▇▇▇▇▇▇▇▇’s consent to any Transfer, Tenant shall notify Landlord in writing to Landlord (i“Notice of Proposed Transfer”). Any such Notice of Proposed Transfer shall include: (a) the name and legal composition of the proposed subtenant or assigneetransferee (“Transferee”); (iib) the proposed effective date (which shall not be less than thirty (30) nor more than one hundred eighty (180) days after the date of Tenant’s Notice of Proposed Transfer); (c) the portion of the Premises to be Transferred (the “Subject Space”); (d) the nature of the business proposed to be carried on in the Premises; (iiie) the terms and provisions of any proposed Transfer, including an estimated calculation of the proposed sublease“Transfer Premium” (as defined in Section 16.3 below) in connection with such Transfer; (ivf) such reasonable financial information as Landlord may request concerning the proposed subtenant or assigneeTransferee; and (vg) the form of the proposed sublease or assignment. Within ten twenty (1020) business days after Landlord receives all such information it information, Landlord shall notify Tenant whether it approves such assignment or subletting or subletting, or, if it Section 16.7 shall apply, if Landlord elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among thereunder. Among other circumstances for which Landlord could may reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iiiii) the Transferee’s business entails the operation of a call center, (iii) the Transferee is (1) an existing tenant of the Project or any of the other buildings in ▇▇▇▇▇▇ Ranch, (2) is negotiating with Landlord or any affiliate of Landlord to lease space in the Project or any of the other buildings in ▇▇▇▇▇▇ Ranch at such time, or (3) has negotiated with Landlord or any affiliate of Landlord to lease space during the three (3) month period immediately preceding Tenant’s request for consent; provided, however, that Landlord shall not withhold its consent to any proposed Transfer solely under this clause (iii) if Landlord does not then have comparable space in ▇▇▇▇▇▇ Ranch available for lease for a comparable term at the time of Tenant’s proposed Transfer; (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, (v) the rental and other consideration payable by the Transferee is less than eighty percent (80%) that currently being paid by tenants under new leases of comparable space in ▇▇▇▇▇▇ Ranch, or (vi) Landlord otherwise reasonably determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project. In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for comparable space in ▇▇▇▇▇▇ Ranch.

Reasonable Consent. (a) If Tenant complies with the following conditionsLandlord will nit unreasonably withhold or delay its consent to an assignment or sublease by Tenant, but Landlord shall not unreasonably may withhold its consent to any other Transfer (including, without limitation, any hypothecation or assignment for security purposes) arbitrarily and in its sole discretion. Tenant agrees that Landlord's withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the subletting other material terms and conditions of this Article have not been complied with, or if any of the following conditions are not satisfied: (a) the subtenant or assignee will use the Building and the Premises only for the uses permitted in Section 1.1(h) and otherwise in accordance with this Lease, and the business and reputation of the subtenant or assignee are reasonably acceptable to Landlord and Landlord' Mortgagees (and Landlord's Mortgagees will not unreasonably withhold or delay their consent); (b) the subtenant or assignee is reputable and creditworthy and has the independent financial ability to perform its obligations under its assignment or sublease without undue financial burden in Landlord's reasonable judgment (which reasonable judgment shall be deemed satisfied if the subtenant or assignee has a net worth, credit rating and financial capability at least equal to Tenant's when Tenant executed this Lease), and it is not then subject to any bankruptcy or reorganization plan, proceeding or order, and no receiver is managing its affairs or assets; and (c) there will be no more than an aggregate of six (6) subleases of the Premises or at any portion thereof or the assignment of this Leaseone time. Tenant shall submit in writing to These conditions are not exclusive and Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed may consider other factors deemed to be carried on relevant in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as determining if Landlord may request concerning the proposed subtenant should grant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditionsAt least forty-five (45) days prior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assigneeProposed Transferee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, and income and cash flow statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer in final form. Within ten fifteen (1015) business days Business Days after Landlord receives shall have received all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord’s Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant or an affiliate of an existing tenant (other than Tenant) in the operation of a call centerBuilding, or (iv) the proposed Transfer would violate any “exclusive” rights of any tenants in the Building, (v) Landlord or Landlord’s agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee’s agent concerning availability of space in the Building, at any time within the preceding nine months, (vi) a proposed Transfer would violate any Encumbrance, (vii) any Mortgagee objects to the proposed Transfer, or (viii) the proposed agreement governing the Transfer purports to expand the Tenant’s rights under the Lease, or modify or constrain any of Landlord’s rights under the Lease, or (ix) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Property or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than seventy-five percent (75%) of that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden Building; provided, however, that the foregoing shall not be deemed to be a minimum requirement on the Building services actual sublease rental rate Tenant may charge an approved or the number of people occupying the Premisespermitted subtenant in any applicable sublease.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord, not less than thirty (30) days prior to the proposed effective date of the Transfer, (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and Transfer (v) the form of the proposed sublease or assignment“Transfer Documents”). Within ten fifteen (1015) business calendar days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowTransfer. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (ii) the Proposed Transferee is a governmental agency or unit or an existing tenant in the Project (and Landlord then has comparable space available on the comparable terms for lease in the Project) or, for so long as Landlord or any affiliate of Landlord owns the Stevens Creek Property, the Stevens Creek Property, (iii) the proposed Transfer would violate any “exclusive” rights of any tenants in the Project, (iv) Landlord or Landlord’s agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee’s business entails agent concerning availability of space in the operation Building, at any time within the preceding nine months and Landlord then has comparable space available for lease by such tenant on comparable terms in the Project or, for so long as Landlord or any affiliate of a call centerLandlord owns the Stevens Creek Property, the Stevens Creek Property, or (ivv) at the time Tenant requests Landlord’s consent an Event of Default has occurred and is continuing or Tenant has committed acts or omissions which with the passage of time or the giving of notice, or both, would constitute an a monetary or material Event of Default under this Lease. Tenant shall not place any signs in or about the Premises or Building to market the Premises for assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisessublease without Landlord’s prior written approval, not to be unreasonably withheld.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall sail not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (ivii) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, or (iii) Landlord otherwise determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project. In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for comparable space in the Project.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten (10) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation Project, unless, in the case of a call centeran existing tenant, Landlord does not have space available for lease containing the same or more square feet as is contained in the Premises to accommodate the existing tenant's expansion or renewal in the Project, as identified in writing by such existing tenant, (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or submitted a written proposal in response to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding four months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditionsLandlord agrees not to unreasonably withhold, condition or delay its consent to any alterations; provided, however, that Landlord shall not be deemed to have acted unreasonably withhold if it withholds its consent because, in Landlord’s reasonable opinion, such work: would adversely affect, other than to a de minimis extent, the Building Systems or Common Areas, the structure of the Building or the safety of its occupants, including, without limitation, exterior walls, windows, roof or other “core and shell” (as defined in Section 15.E. below) components of the Building; would increase Landlord’s cost of repairs, insurance or furnishing services (other than di minimis increases in such costs for which Tenant agrees to pay) or otherwise adversely affect Landlord’s ability to efficiently operate the Building or furnish services to Tenant or other tenants; involves toxic or hazardous materials in any unlawful manner; or requires entry into another tenant’s premises or use of public areas (other than use of public areas for movement of materials to the subletting Premises); or would involve the use of paint or other materials which is reasonably likely to result in material odors penetrating other tenant premises or Common Areas at the Building. The foregoing reasons, however, shall not be exclusive of the Premises reasons for which Landlord may reasonably withhold consent, whether or any portion thereof not such other reasons are similar or dissimilar to the assignment of this Leaseforegoing. Tenant Landlord shall submit give its approval or disapproval (giving reasonably detailed reasons in writing to Landlord (iin case of disapproval) the name and legal composition of the proposed subtenant plans and specifications or assignee; other submissions for any Tenant alterations (iiother than those constituting Tenant's Work, which shall instead be governed by the Workletter) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within within ten (10) business days after their delivery to Landlord receives all with Tenant's express written request for Landlord's approval thereof (and, as to any subsequent revised plans and specifications or other submissions submitted by Tenant to Landlord, within five (5) business days after their delivery to Landlord with Tenant's express request for Landlord's approval thereof). In the event Landlord fails to give its approval or disapproval of such information it plans and specifications or other submissions within said 10-business day (or 5-business day, as applicable) period, then Tenant shall notify Tenant whether it approves have the right to give Landlord a second written notice requesting Landlord's approval, which notice shall (in addition to again requesting such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree approval and acknowledge that, among other circumstances containing the items for which approval is being requested) contain a sentence, in bold capitalized letters, stating "LANDLORD'S FAILURE TO RESPOND TO THIS NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER LANDLORD'S RECEIPT HEREOF SHALL CONSTITUTE LANDLORD'S APPROVAL OF THE ENCLOSED PLANS AND SPECIFICATIONS OR OTHER SUBMISSIONS FOR WHICH TENANT IS REQUESTING SUCH APPROVAL UNDER THIS NOTICE", and, in the event that Landlord could reasonably withhold its consent fails to a sublease or assignmentrespond to such second notice within five (5) business days after Landlord's receipt thereof, it then, Landlord shall be reasonable deemed to have approved such plans and specifications or other submissions for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisessuch Tenant alterations so submitted for Landlord's approval.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer, or if it elects to proceed under Paragraph 15.8 belowSection 14.7—Landlord’s Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any “exclusive” rights of any tenants in the Project, (v) Landlord or Landlord’s agent has shown space in the Project to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee’s agent concerning availability of space in the Project, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Project or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten (10) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation Project, unless, in the case of a call centeran existing tenant, Landlord does not have contiguous space in the Project available to lease to the existing tenant containing the same or more square feet than the existing tenant identifies in writing that the existing tenant requires, (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the Premises.Project

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. If within ten (10) business days after receipt of a second notice Landlord does not respond, Landlord will be deemed to have consented. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, or (iv) Landlord otherwise determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall will not unreasonably withhold its consent to an assignment or sublease by Tenant, but Landlord may withhold its consent arbitrarily and in its sole discretion to any hypothecation, assignment for security purposes or other Transfer or to any requested assignment or sublease before the subletting end of the Premises first full Lease Year. Tenant agrees that Landlord’s withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any portion thereof or of the assignment other terms and conditions of this Lease. Tenant shall submit in writing to Landlord Article have not been complied with, or if any of the following conditions are not satisfied: (ia) the name subtenant or assignee will use the Premises only for the uses permitted in Section 1.1(i) and legal composition otherwise in accordance with this Lease, and the business and reputation of the proposed subtenant or assigneeassignee are consistent with the other tenancies and standards of the Project in Landlord’s reasonable judgment; (iib) the nature subtenant or assignee is reputable and creditworthy and has the independent financial ability to perform the obligations of Tenant under this Lease without undue financial burden in Landlord’s reasonable judgment, and neither it nor its predecessors in interest has been subject to a bankruptcy or reorganization, or had a receiver appointed to manage its affairs or in connection with any of its assets, been subject to criminal judgments, sanctions, consent decrees or similar actions by the business proposed to be carried on in the PremisesSEC or other governmental or quasi-governmental authorities; (iiic) the terms and provisions of the proposed sublease; Landlord’s Mortgagees consent (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assigneeif their consent is required); and (vd) the form there will be no more than an aggregate of two (2) subleases of the proposed sublease Premises. These conditions are not exclusive and Landlord may consider other factors deemed to be relevant in determining if Landlord should grant or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the Transferee is an existing tenant of the Building or any of the other buildings in the ▇▇▇▇▇▇ Ranch Business Park (“▇▇▇▇▇▇ Ranch”), (v) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, (vi) the rental and other consideration payable by the Transferee is less than that currently being paid by tenants under new leases of comparable space in the Building, or (vii) Landlord otherwise determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project. In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for comparable space in the Project.

Reasonable Consent. (a) If As set forth in paragraph 27 above, Tenant complies with the following conditions, Landlord shall not sublet or assign the Leased Premises without the Landlord's prior written consent, which consent shall not be unreasonably withhold its withheld In determining whether to grant consent to the subletting Tenant's sublet or assignment request, the Landlord may consider any reasonable factor. Landlord and Tenant agree that any one of the Premises following factors, or any portion thereof or other reasonable factor, will be reasonable grounds for deciding the assignment Tenant's request: a. financial strength of the proposed subtenant/assignee must be at least equal to that of the existing Tenant; b. business reputation of the proposed subtenant/assignee must be in accordance with generally acceptable commercial standards; c. use of the Leased Premises by the proposed subtenant/assignee must be identical to the use permitted by this lease; d. percentage rents, if a condition of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition , of the proposed subtenant subtenant/assignee, or assignee; (ii) the nature prospect of percentage rents, must be at least equal to that of the business proposed to be carried on in the Premises; (iii) the terms existing Tenant; e. managerial and provisions operational skills of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning subtenant/assignee must be the same or exceed those of the existing Tenant; f. use of the Leased Premises by the proposed subtenant subtenant/assignee will not violate or assignee; and (v) the form create any potential violation of any laws and; g. use of the proposed sublease Leased Premises will not violate any other agreements affecting the Leased Premises, the Landlord or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment other Tenants or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for require Landlord to withhold its consent where (i) the assignee make alterations or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business improvements to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the Transferee is an existing tenant of the Building or any of the other buildings in ▇▇▇▇▇▇ Ranch (“▇▇▇▇▇▇ Ranch”), (v) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, (vi) the rental and other consideration payable by the Transferee is less than that currently being paid by tenants under new leases of comparable space in the Building, or (vii) Landlord otherwise determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project. In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for comparable space in the Project.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial anti other information concerning the proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord’s Right to Space. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any “exclusive” rights of any tenants in the Project, (v) the rental anti other consideration payable by the Transferee is less than that currently being paid by tenants under new leases of comparable space in the Building, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business calendar days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowTransfer. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire majority portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails proposed Transfer would violate any "exclusive" rights of any tenants in the operation of a call centerBuilding, or (iv) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding nine months, and Landlord has reasonably comparable space available for lease in the Building at the proposed time of Transfer or (v) the Proposed Transferee is an existing tenant in the Building and Landlord has reasonably comparable space available for lease in the Building. If Tenant publicly offers or advertises to the general public all or any portion of the Premises for assignment or subletting would materially increase sublease such public offers may not state a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services Building. The foregoing restriction does not prohibit Tenant from distributing marketing material to real estate brokers or the number of people occupying the Premisespotential subtenants which contain a stated rental that is less, than that sought by Landlord.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non- sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall will not unreasonably withhold its consent to an assignment or sublease by Tenant, but Landlord may withhold its consent arbitrarily and in its sole discretion to any hypothecation, assignment for security purposes or other Transfer or to any requested assignment or sublease before the subletting end of the Premises first full Lease Year. Tenant agrees that Landlord's withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any portion thereof or of the assignment other terms and conditions of this Lease. Tenant shall submit in writing to Landlord Article have not been complied with, or if any of the following conditions are not satisfied: (ia) the name subtenant or assignee will use the Premises only for the uses permitted in Section 1.1(h) and legal composition otherwise in accordance with this Lease, and the business and reputation of the proposed subtenant or assigneeassignee are consistent with the other tenancies and standards of the Project in Landlord's reasonable judgement; (iib) the nature subtenant or assignee is reputable and creditworthy and has the independent financial ability to perform the obligations of Tenant under this Lease without undue financial burden in Landlord's reasonable judgement, and neither it nor its predecessors in interest has been subject to a bankruptcy or reorganization, or had a receiver appointed to manage its affairs or in connection with any of its assets, been subject to criminal judgments, sanctions, consent decrees or similar actions by the business proposed to be carried on in the PremisesSEC or other governmental or quasi-governmental authorities; (iiic) the terms and provisions of the proposed sublease; Landlord's Mortgagees consent (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assigneeif their consent is required); and (vd) the form there will be no more than an aggregate of two (2) subleases of the proposed sublease Premises. These conditions are not exclusive and Landlord may consider other factors deemed to be relevant in determining if Landlord should grant or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditionsAt least twenty (20) Business Days prior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord; (i) the name and legal composition of the proposed subtenant or assignee; Proposed Transferee, (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, and income and cash flow statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten twenty (1020) business days Business Days after Landlord receives all of such information it information, Landlord shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 (Landlord’s Right to Space). (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (ii) the Proposed Transferee is a governmental agency or unit or an existing tenant or an affiliate of an existing tenant in the Building, (iii) the proposed Transfer would violate any “exclusive” rights of any tenants in the Building, (iv) Landlord or Landlord’s agent has shown comparable space in the Building to the Proposed Transferee or responded in writing to any inquiries from the Proposed Transferee or the Proposed Transferee’s business entails agent concerning availability of space in the operation of Building, at any time within the preceding five (5) months, (v) a call centerproposed Transfer would violate any Encumbrance, (vi) any Mortgagee objects to the proposed Transfer, or (ivvii) Landlord otherwise determines that the assignment proposed Transfer would have the effect of decreasing the value of the Property or subletting would materially increase increasing the burden on expenses associated with operating, maintaining and repairing the Building services or the number of people occupying the PremisesProperty.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment Transfer and the approval shall not be unreasonably withheld, conditioned or subletting or if it elects to proceed under Paragraph 15.8 belowdelayed. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails the operation of Proposed Transferee is a call centergovernmental agency, or (iv) the assignment proposed Transfer would violate any “exclusive” rights of any tenants in the Project existing 60 days prior to the proposed Transfer, or subletting (v) Landlord otherwise determines that the proposed Transfer would materially increase have the burden on effect of decreasing the value of the Building services or increasing the number of people occupying expenses associated with operating, maintaining and repairing the PremisesProperty.

Reasonable Consent. (a) If Tenant complies with Landlord does not elect either of the following conditionsoptions provided in the Recapture section of this article, Landlord shall not unreasonably withhold or delay its consent to the subletting of the Premises or any portion thereof or the assignment of this Leasea proposed transfer. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent (in writing) to any proposed transfer unless all of the following conditions have been established to Landlord’s reasonable satisfaction: 6.4.1 The proposed transferee has sufficient financial wherewithal to discharge its obligations under this Lease. 6.4.2 The proposed transfer shall not, in Landlord’s reasonable judgment, cause physical harm to the Building Project or harm to the reputation of the Building Project that would result in an impairment of Landlord’s ability to lease space in the Building Project or a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) diminution in the assignee or subtenant (a “Transferee”) does not itself occupy rental value of space in the entire portion Building Project. 6.4.3 The proposed use of the Premises assigned by the proposed transferee will be a use permitted under this Lease and not prohibited by the Rules and Regulations, and will not violate any restrictive covenants or sublet, (ii) Landlord reasonably disapproves exclusive use provisions applicable to Landlord. 6.4.4 The proposed use of the Transferee’s reputation Premises by the proposed transferee will not require alterations or additions to the Premises or the character Building Project to comply with applicable law or governmental requirements (for which Tenant or transferee has not agreed to reimburse Landlord) and will not negatively affect insurance requirements or involve the introduction of materials to the Premises that are not in compliance with the Environmental Laws. 6.4.5 Any mortgagee of the business Building Project will consent to be conducted by the Transferee at proposed transfer if such consent is required under the Premises, (iii) relevant loan documents. 6.4.6 The proposed use of the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would Premises will not materially increase the operating costs for the Building Project or the burden on the Building services Project services, or security concerns in the number Building Project. 6.4.7 The proposed transferee shall not be, and shall not be affiliated with, anyone with whom Landlord or any of people occupying its affiliates has been involved with in litigation. 6.4.8 There shall be no default by Tenant, beyond any applicable grace period, under any of the Premisesterms, covenants, and conditions of this Lease at the time that Landlord’s consent to a transfer is requested and on the date of the commencement of the term of the proposed transfer. 6.4.9 If the transfer is an assignment, the proposed assignee will assume in writing all of the obligations of Tenant under this Lease. If Landlord withholds its consent to a transfer, it shall specify the reasons for such withholding. Tenant shall have the right to remedy any deficiency and resubmit the request for transfer in accordance with the terms of this article.

Reasonable Consent. (a) If Tenant complies with the following conditionsWith respect to any Alterations, other than Non-Consent Alterations as described in Section 8.6 below, Landlord agrees not to unreasonably withhold, delay or condition its consent to such Alterations; provided, however, that Landlord shall not be deemed to have acted unreasonably withhold if it withholds its consent because, in Landlord’s reasonable opinion, such work would adversely affect Building systems, the structure of the Building or the safety of its occupants; would increase Landlord’s cost of repairs, insurance or furnishing services or otherwise adversely affect Landlord’s ability to efficiently operate the Building or furnish services to Tenant or other tenants; involves toxic or hazardous materials in any unlawful manner; or requires entry into another tenant’s premises or use of public areas (other than use of public areas for prompt movement of materials to the subletting Demised Premises), or otherwise adversely affects another tenant’s premises or the Common Areas. The foregoing reasons, however, shall not be exclusive of the Premises reasons for which Landlord may withhold consent, whether or any portion thereof not such other reasons are similar or dissimilar to the assignment foregoing. Landlord shall give its approval or disapproval (giving reasonably detailed reasons in case of this Lease. Tenant shall submit in writing to Landlord (idisapproval) the name and legal composition of the proposed subtenant plans and specifications or assignee; other submissions for any Alterations (iiother than those constituting Tenant’s Work, which shall instead be governed by Article 25) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within within ten (10) business days after their delivery to Landlord receives all with Tenant’s express written request for Landlord’s approval thereof (and, as to any subsequent revised plans and specifications or other submissions submitted by Tenant to Landlord, within five (5) business days after their delivery to Landlord with Tenant’s express request for Landlord’s approval thereof). In the event Landlord fails to give its approval or disapproval of such information it shall notify Tenant whether it approves plans and specifications or other submissions within said 10-business day (or 5-business day, as applicable) period, then, to the extent Tenant’s request for approval expressly stated thereon that failure to respond within such assignment 10-business day (or subletting or if it elects to proceed under Paragraph 15.8 below. (b5-business day, as applicable) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it period shall be reasonable deemed Landlord’s approval of such plans and specifications or other submissions, the plans and specifications or other submissions for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to such Alterations so submitted shall be conducted approved by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the PremisesLandlord.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten (10) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord’s Right to Space. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of Transferee is a call centergovernmental agency or unit, or (iv) the assignment Transferee is an existing tenant in the Building (or subletting another building owned or controlled by Landlord or an affiliate of Landlord; such other buildings and the Building are hereinafter collectively referred to in this Section 14 as the “Project”) or a party with whom Landlord has negotiated to lease space in the Project within the preceding six (6) months, (v) the proposed Transfer would materially violate any “exclusive” rights of any tenants in the Project, (vi) Tenant is in default under this Lease, (vii) such Transferee’s proposed use is not permitted under Section 5 - Use and Compliance with Laws, (viii) such Transferee’s proposed use would increase the burden on density of occupation in the Building services Premises or use of the number of people Building’s parking facilities, (ix) the Transfer would result in there being more than two (2) separate entities or businesses occupying the Premises, (x) the Transfer would constitute a sub-sublease, or (xi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Building. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the Building (or the Project if the Building is fully leased).

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Prior to any proposed Transfer, Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other publicly available information concerning the proposed Transferee as Landlord may reasonably request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowTransfer. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) proposed Transferee does not intent itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, or (iii) the TransfereeTransferee is a governmental agency or unit or an existing tenant in the project (unless such existing tenant’s business entails space needs cannot be accommodated in the operation Project, which case Tenant may sublease to such existing tenant, subject to the other terms and conditions of a call center, or (iv) this Lease). Landlord and Tenant agree that Tenant may utilize the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesbrokers to sublease or assign under this Lease.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the assignment of the Lease or the subletting of the Premises or any portion thereof or the assignment of this Leasethereof. Tenant shall submit in writing to Landlord Landlord: (i1) the name The names and legal composition of the proposed subtenant Assignee or assignee; Sublessee. (ii2) the The nature of the proposed Assignee's or Sublessee's business proposed to be carried on in the Premises; . (iii3) the The terms and provisions of the proposed sublease; Proposed Assignment or Sublease. (iv4) such Such reasonable financial information as Landlord may request concerning the proposed subtenant Assignee or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) Sublessee including, without limitation, financial history, credit rating rind business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 belowexpense. (b) The parties hereto agree Tenant acknowledges that Landlord has entered into this Lease in reliance on the particular skills, knowledge and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent experience of Tenant and/or the principal officer of Tenant with respect to a sublease or assignment, it shall be reasonable for the conduct of business in the Premises; Tenant recognizes that Landlord's substantial investment in the Premises and the willingness of Landlord to withhold its put that investment at risk under the terms of this Lease is based upon Landlord's judgmental considerations regarding Tenant's abilities as set forth above. Without in any way limiting Landlord's right to refuse to give such consent where (i) if in Landlord's reasonable business judgment the assignee quality of operation is or subtenant (a “Transferee”) does not itself occupy may be in any way adversely affected during the entire portion Term of this Lease or the financial worth of the Premises assigned or sublet, (ii) Landlord reasonably disapproves proposed new Tenant is less than that of the Transferee’s reputation Tenant executing this Lease or the character of the business to be conducted by Tenant and the Transferee at Tenant's Guarantor as the Premises, (iii) the Transferee’s business entails the operation of a call centercase may be, or (iv) if investigation discloses other information unsatisfactory to Landlord. Anything to the contrary notwithstanding contained herein or elsewhere in this Lease, Landlord, as additional consideration for approval of such assignment or subletting would materially increase shall be entitled: (1) to receive any and all consideration payable in connection therewith, including without limitation, any additional Rent or other charges or any lump sum settlement; and/or (2) to require increases in Rent payable to Landlord consistent with the burden then current rent rate for a new lease for similar premises in the Project; and/or (3) to modifications in such other provisions of the Lease, including without limitation, cancellation of any options to extend the term granted hereunder, as Landlord shall deem advisable; and/or (4) to cancel or terminate this Lease upon thirty (30) days written notice to Tenant, provided that in such event, Tenant may elect by written notice to Landlord within ten (10) days of delivery of notice of cancellation or termination to retain the Premises for the balance of the term of the Lease on the Building services or the number of people occupying the Premisesterms and conditions herein set forth.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent intends to the subletting of assign this Lease or sublet the Premises or any portion thereof part thereof, Tenant shall give Landlord written notice of such intent (“Transfer Notice”). Tenant’s Transfer Notice shall be accompanied by a copy of the proposed assignment or sublease between Tenant and the assignment of this Leaseproposed assignee or subtenant, together with current and three (3) years’ prior financial statements, if available, for the proposed assignee or subtenant, which financial statement shall be prepared in accordance with generally accepted accounting principles. Tenant shall submit in writing to provide Landlord (i) the name and legal composition of the proposed subtenant with any additional information or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as documentation reasonably requested by Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within within ten (10) business days after receiving Landlord’s request. Landlord receives all shall then have a period of fifteen (15) business days following receipt of such additional information it shall (or 15 business days after receipt of Tenant’s Transfer Notice if no additional information is requested) within which to notify Tenant whether it approves in writing that Landlord elects either (a) to exercise its recapture rights in accordance with Section 13.2 in which event Tenant will be relieved of all further obligations hereunder as to such assignment or subletting or if it elects space as of the date specified in Landlord’s notice terminating the Lease with respect to proceed under Paragraph 15.8 below. the relevant space, (b) The parties hereto agree and acknowledge thatto permit Tenant to assign this Lease or sublet such space as described in the Transfer Notice, among subject, however, to prior written consent to the proposed assignment or sublease or (c) deny Tenant’s request to assign this Lease or sublet such space. Among other circumstances for factors upon which Landlord could reasonably withhold its may base a withholding of consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where are the following: (i) the use of the Premises by such proposed assignee or subtenant would not be a Permitted Use; (a “Transferee”ii) does not itself occupy the entire financial condition of the proposed assignee or subtenant is such that, in Landlord’s reasonable determination, it would be unable to perform its obligations under the proposed sublease or assignment; (iii) the portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business proposed to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation sublet is irregular in shape and/or does not permit safe or otherwise appropriate means of a call centeringress and egress, or does not comply with other Laws or regulations; (iv) Landlord or Landlord’s agents have negotiated with the assignment proposed assignee or subletting would materially increase subtenant with regard to the burden on leasing of space at the Building services Property, at any time within the preceding six (6) months; or the number of people occupying the Premises(v) any other reasonable basis that Landlord may assert.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years or such other reasonable financial and provisions other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, (iv) ) Landlord or Landlord's agent is actively negotiating with the Proposed Transferee over space other than the Premises that is currently available and vacant, or (ivv) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord, not less than thirty (30) days prior to the proposed effective date of the Transfer, (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years (or, if the Proposed Transferee has been in business for less than two years, for such lesser period of time as the Proposed Transferee has been in business) and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and Transfer, Within fifteen (v15) the form of the proposed sublease or assignment. Within ten (10) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 below14.7. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (ii) the Proposed Transferee intends to use the Premises assigned or sublet for purposes other than the permitted use set forth in Paragraph 5.1, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency, (iv) at the operation of a call centertime Tenant requests Landlord's consent Tenant is in default under this Lease beyond any applicable notice or cure period, or (ivv) Landlord determines that the assignment or subletting proposed Transfer would materially increase have the burden on effect of decreasing the value of the Building services or increasing the number expenses payable by Landlord for maintaining and repairing the portions of people occupying the PremisesProperty Landlord maintains and repairs under this Lease at Landlord's expense.

Reasonable Consent. (a) If Tenant complies with the following conditionsExcept as otherwise set forth in this Section 18, Landlord shall will not unreasonably withhold or delay its consent to the subletting of the Premises an assignment or any portion thereof or the assignment of this Lease. sublease by Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; it will have at least fifteen (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (1015) business days after delivery of the information required in Section 18.2), but Landlord receives all such information it shall notify Tenant whether it approves such may withhold its consent arbitrarily and in its sole discretion to any hypothecation, assignment for security purposes or other Transfer or to any requested assignment or subletting sublease before Tenant has occupied and begun to conduct business in substantially all of the Premises, has confirmed in writing the correct Rent Commencement Dates and that it has accepted the Premises and Landlord’s Work in all respects, and Tenant has paid its first full month’s rent for the Premises. Tenant agrees that Landlord’s withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the other terms and conditions of this Article have not been complied with, or if it elects to proceed under Paragraph 15.8 below. any of the following conditions are not satisfied: (a) the Transfer does not violate any terms of this Lease, the subtenant or assignee will use the Premises only for the uses permitted in Section 1.1(i) and otherwise in accordance with this Lease and such use will not increase the risk of possible contamination by hazardous substances in Landlord’s reasonable judgment, and the business and reputation of the subtenant or assignee are consistent with the other tenancies and standards of the Project in Landlord’s reasonable judgment; (b) The parties hereto agree the subtenant or assignee is as reputable and acknowledge thatcreditworthy as Tenant and has the independent financial ability to perform the obligations of Tenant under this Lease (if the Transferee is an assignee) or its obligations under its sublease (if the Transferee is a sublessee) without undue financial burden in Landlord’s reasonable judgment, among and neither it nor its predecessors in interest is then subject to a bankruptcy or reorganization, or then has a receiver appointed to manage its affairs or in connection with any of its assets, or has been subject to material criminal judgments, sanctions, consent decrees or similar actions by the SEC or other circumstances governmental or quasi-governmental authorities; (c) the rent per square foot proposed to be payable by the Transferee is at least 85% of the rent then currently charged by Landlord for which comparable space in the Project or under this Lease, whichever is greater; (d) if the Transfer is a sublease it must prohibit the Transferee and Tenant from exercising any right to extend, renew or lease additional space or exercising similar rights under this Lease; (e) Landlord’s Mortgagees consent (if their consent is required); and (f) there will be no more than an aggregate of three (3) subleases of the Premises. These conditions are not exclusive and Landlord could may consider other factors reasonably deemed to be relevant in determining if Landlord should grant or reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord, not less than thirty (30) days prior to the proposed effective date of the Transfer, (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years (or, if the Proposed Transferee has been in business for less than two years, for such lesser period of time as the Proposed Transferee has been in business) and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 below14.7. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (ii) the Proposed Transferee intends to use the Premises assigned or sublet for purposes other than the permitted use set forth in Paragraph 5.1, (iii) the TransfereeProposed Transferee is a governmental agency, (iv) at the time Tenant requests Landlord’s business entails the operation of a call centerconsent Tenant is in default under this Lease beyond any applicable notice or cure period, or (ivv) Landlord determines that the assignment or subletting proposed Transfer would materially increase have the burden on effect of decreasing the value of the Building services or increasing the number expenses payable by Landlord for maintaining and repairing the portions of people occupying the PremisesProperty Landlord maintains and repairs under this Lease at Landlord’s expense.

Reasonable Consent. (a) If Tenant complies with the following conditionsExcept as otherwise set forth in this Section 18, Landlord shall will not unreasonably withhold or delay its consent to the subletting of the Premises an assignment or any portion thereof or the assignment of this Lease. sublease by Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; it will have at least fifteen (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (1015) business days after delivery of the information required in Section 18.2), but Landlord receives all such information it shall notify Tenant whether it approves such may withhold its consent arbitrarily and in its sole discretion to any hypothecation, assignment for security purposes or other Transfer or to any requested assignment or subletting sublease before Tenant has occupied and begun to conduct business in substantially all of the Premises, has confirmed in writing the correct Rent Commencement Dates and that it has accepted the Premises and Landlord’s Work in all respects, and Tenant has paid its first full month’s rent for the Premises. Tenant agrees that Landlord’s withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the other terms and conditions of this Article have not been complied with, or if it elects to proceed under Paragraph 15.8 below. any of the following conditions are not satisfied: (a) the Transfer does not violate any terms of this Lease, the subtenant or assignee will use the Premises only for the uses permitted in Section 1.1(i) and otherwise in accordance with this Lease and such use will not increase the risk of possible contamination by hazardous substances in Landlord’s reasonable judgment; (b) The parties hereto agree the subtenant or assignee is as reputable and acknowledge thatcreditworthy as Tenant and has the independent financial ability to perform the obligations of Tenant under this Lease (if the Transferee is an assignee) or its obligations under its sublease (if the Transferee is a sublessee) without undue financial burden in Landlord’s reasonable judgment, among and neither it nor its predecessors in interest is then subject to a bankruptcy or reorganization, or then has a receiver appointed to manage its affairs or in connection with any of its assets, or has been subject to material criminal judgments, sanctions, consent decrees or similar actions by the SEC or other circumstances governmental or quasi-governmental authorities; (c) the rent per square foot proposed to be payable by the Transferee is at least 85% of the rent then currently charged by Landlord for which comparable space in the Project or under this Lease, whichever is greater; (d) if the Transfer is a sublease it must prohibit the Transferee and Tenant from exercising any right to extend, renew or lease additional space or exercising similar rights under this Lease; (e) Landlord’s Mortgagees consent (if their consent is required); and (f) there will be no more than one sublease of the Premises and such sublease will be for the entire Premises. These conditions are not exclusive and Landlord could may consider other factors reasonably deemed to be relevant in determining if Landlord should grant or reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree ▇▇▇▇▇▇ acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Building, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (nonsublease) of comparable space in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother Transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried canted on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 -- Landlord’s Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion Portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Transferee at the PremisesProposed Transferee, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any “exclusive” rights of any tenants in the Project, (v) Landlord or Landlords agent has shown space in the Building to the Proposed Transferee or responded to any inquiries from the Proposed. Transferee’s agent concerning availability of space in the Building at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have die effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that than sought by Landlord for a direct lease (non-sublease) of comparable epee in the burden on the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If Tenant complies with Landlord’s consent is required for a transfer and Landlord does not elect either of the following conditionsoptions provided in the Recapture section of this article, Landlord shall not unreasonably withhold withhold, condition or delay its consent to such proposed transfer. It shall be deemed reasonable for Landlord to withhold consent to any proposed transfer if any of the subletting following conditions have not been established to Landlord’s reasonable satisfaction: 6.4.1 If the transfer is an assignment or a sublease of substantially all of the Premises, the proposed transferee shall have sufficient financial wherewithal to discharge its obligations under this Lease and the proposed agreement of transfer and as determined by Landlord’s reasonable criteria for selecting Project tenants and has a tangible net worth, experience, and reputation that is not less than the tangible net worth, experience, and reputation of Tenant on the Date of this Lease. 6.4.2 The proposed transfer shall not, in Landlord’s reasonable judgment, cause physical harm to the Project or harm to the reputation of the Project that would result in an impairment of Landlord’s ability to lease space in the Project or a diminution in the rental value of space in the Project. The proposed use of the Premises by the proposed transferee will be a use permitted under this Lease and not prohibited by the Rules and Regulations, and will not violate any restrictive covenants or exclusive use provisions applicable to Landlord. 6.4.3 The proposed transferee shall not be any person or entity who shall at that time be a tenant, subtenant, or other occupant of any part of the Project, or who dealt with Landlord or Landlord’s agent (directly or through a broker) as to space in the Project during the six months immediately preceding Tenant’s request for Landlord’s consent. 6.4.4 The proposed use of the Premises by the proposed transferee will not require alterations or additions to the Premises or the Project to comply with applicable law or governmental requirements and will not negatively affect insurance requirements or involve the introduction of materials to the Premises that are not in compliance with the environmental laws. 6.4.5 Any mortgagee of the Project will consent to the proposed transfer if such consent is required under the relevant loan documents. 6.4.6 The proposed use of the Premises will not materially increase the operating costs for the Project or the burden on the Project services, or generate material additional foot traffic, elevator usage, Parking Area usage, or security concerns in the Project, or create materially increased possibility that the comfort or safety, or both, of Landlord and the other occupants of the Project will be compromised or reduced. 6.4.7 The proposed transferee shall not be, and shall not be affiliated with, anyone with whom Landlord or any portion thereof of its affiliates has been involved with in litigation or who has defaulted under any agreement with Landlord or any of its affiliates. 6.4.8 The proposed transfer will not cause a violation of another lease for space in the assignment Project or give an occupant of the Project a right to cancel its lease. 6.4.9 There shall be no default by Tenant, beyond any applicable grace period, under any of the terms, covenants, and conditions of this Lease. Tenant shall submit in writing Lease at the time that Landlord’s consent to Landlord (i) a transfer is requested and on the name and legal composition date of the commencement of the term of the proposed subtenant or assignee; (ii) transfer. 6.4.10 If the nature transfer is an assignment, the proposed assignee will assume in writing all of the business proposed obligations of Tenant under this Lease. 6.4.11 Tenant acknowledges that the foregoing is not intended to be carried on in the Premises; (iii) the terms and provisions an exclusive list of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances reasons for which Landlord could may reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesproposed transfer.

Reasonable Consent. (a) If Tenant complies Landlord does not elect to exercise its Right of Recapture in connection with the following conditionsa Proposal Notice submitted by Tenant, then Landlord shall will not unreasonably withhold its consent to the subletting assignment or sublease described in the Proposal Notice. Without limitation, it shall not be unreasonable for Landlord to deny its consent to any proposed assignment or sublease if (a) as of the date of the Proposal Notice, there is a material uncured default of Tenant under this Lease as to which a notice has been sent to Tenant; (b) the proposed assignee or subtenant has a history of landlord/tenant, debtor/creditor or other contractual problems (such as defaults, evictions, enforcement litigation or other disputes) with Landlord, other landlords or creditors or other contracting parties; (c) the proposed use of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord is not a Permitted Use; (id) the name proposed assignee or sublessee is an existing tenant, occupant or licensee, or an affiliate thereof, in the Building and legal composition the Building has vacancy to accommodate such proposed assignee or sublessee; (e) the proposed assignee or sublessee is entitled to, or otherwise enjoys, sovereign or diplomatic immunity; (f) the proposed assignee or sublessee has had lease negotiations with Landlord or an affiliate of Landlord within the six month period prior to the date of the Proposal Notice, as evidenced by a written lease proposal, term sheet or letter of intent, (g) a proposed subtenant or assignee; (ii) the nature sublease involves, in Landlord's reasonable' judgment, a portion of the business proposed Premises which is not independently leasable space (which shall be understood to be carried on mean that, in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of order to satisfy this criteria, the proposed sublease space must have a proportion of windowed offices relative to the rentable area thereof which is comparable to the floor as a whole—i.e., must satisfy the "Window Ratio Criteria", and cannot lack reasonable means of ingress, egress or assignment. Within ten access to the Common Areas or Building Systems), it being understood and agreed, however, that the Window Ratio Criteria shall not apply with respect to any sublease of the western half of the Additional Premises, or (10h) business days after Landlord receives all such information it shall notify Tenant whether it approves such consenting to the proposed assignment or subletting sublease could cause Landlord to be in violation under another lease at, or if it elects contractual obligation relating to, the Property. Notwithstanding the provisions set forth in clause (g) above to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge thatthe contrary, among other circumstances for which Landlord could reasonably agrees not to withhold its consent to a proposed sublease or assignmentinvolving, it shall be in Landlord's reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (judgment and as set forth above, a “Transferee”) does not itself occupy the entire portion of the Premises assigned or subletwhich is not independently leasable space, provided (i) that Landlord shall not be required to recognize such sublessees's rights under such sublease, and (ii) that Tenant shall provide financial assurances reasonably satisfactory to Landlord reasonably disapproves securing Tenant's obligation to restore the proposed sublease space to independently leasable condition upon expiration or earlier termination of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesthis Lease.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord: (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms and provisions of the proposed sublease; (iv) last two years and/or such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request concerning (provided, however, that if the proposed subtenant or assigneeProposed Transferee is a publicly traded company, such financial information shall not be required to be delivered to Landlord provided that the Proposed Transferee’s financial information is publicly available); and (viv) the form a copy of the proposed assignment, sublease or assignmentother agreement governing the proposed Transfer. Within ten fifteen (1015) business days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7. Landlord agrees that such approval shall not be unreasonably withheld or conditioned. Landlord shall not disclose any confidential information concerning the financial condition of any Proposed Transferee to any person, firm or entity other than Landlord’s directors, auditors, accountants, financial advisors, attorneys, bona fide investors and bona fide prospective investors (collectively, “Landlord’s Advisors”); provided that any such disclosure to any Landlord’s Advisors shall be made on a confidential and need-to-know basis. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (ii) the Proposed Transferee is an existing tenant in the Project, (iii) the Transferee’s business entails proposed Transfer would violate any “exclusive” rights of any tenants in the operation of a call centerProject, or (iv) Landlord otherwise determines, in it reasonable discretion, that the assignment proposed Transfer would have the effect of decreasing the value of the Project or subletting would materially increase increasing the burden on expenses associated with operating, maintaining and repairing the Building services or the number of people occupying the PremisesProject.

Reasonable Consent. (a) If In the event that Tenant complies with the following conditionsprovisions of Section 50.2 of this Article 50 and Landlord does not exercise any option provided to it thereunder, Landlord shall and provided that Tenant is not unreasonably withhold its in default of any of Tenant's obligations under this lease, beyond applicable notice and grace periods, Landlord's consent (which must be in writing and in form reasonably satisfactory to Landlord) to the proposed assignment of lease or subletting of the Premises entire demised premises shall not be unreasonably withheld or delayed provided the following conditions have been satisfied: 50.4.1 In Landlord's reasonable judgement, the proposed assignee or subtenant is engaged in such a business and the demised premises will be used in such a manner, that: (x) is limited to the use expressly permitted under this lease; and (y) will not violate any portion thereof or negative covenant as to use contained in any other lease of space in the assignment of this Lease. Building about which Tenant shall submit in writing has been informed following its request to Landlord for such information; 50.4.2 The proposed assignee or subtenant is a reputable person of good character and with sufficient financial worth considering the responsibility involved, and Landlord has been furnished with reasonable proof thereof; 50.4.3 Neither (i) the name proposed assignee or sublessee nor (ii) any person that, directly or indirectly, controls, is controlled by, or is under common control with, the proposed assignee or sublessee, is then an occupant or tenant of any part of the Building; 50.4.4 The proposed assignee or sublessee is not a person with whom Landlord is then, or shall have been during the previous six (6) month period, negotiating to lease space in the Building; 50.4.5 The proposed sublease shall be in form reasonably satisfactory to Landlord and legal composition shall comply with the applicable provisions of this Article 50; 50.4.6 The amount of the aggregate rent to be paid by the proposed subtenant is not less than the ten current market rent per rentable square foot for the demised premises and the rental and other terms and conditions of the sublease are the same as those contained in the proposed sublease furnished to Landlord pursuant to Section 50.2; 50.4.7 Tenant shall reimburse Landlord on demand for any reasonable costs that may be incurred by Landlord in connection with said assignment or sublease, including the costs of making investigations as to the acceptability of the proposed assignee or subtenant or assignee; and legal costs incurred in connection with the granting of any requested consent; 50.4.8 Tenant shall not have (iia) advertised the nature availability of the business proposed to be carried on in the Premises; (iii) the terms demised premises without prior written notice to, and provisions of the proposed sublease; (iv) such reasonable financial information as approval by, Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree advertised the demised premises for subletting or assignment at a proposed rental less than the fixed rent and acknowledge that, among other circumstances for additional rent at which Landlord could reasonably withhold its consent is then offering to a lease other space in the Building; 50.4.9 The sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion allow use of the Premises assigned demised premises (1) as a restaurant, luncheonette, or sublet, otherwise for the preparation and/or sale of food for on or off premises consumption; (ii2) Landlord reasonably disapproves as a discount store; (3) as a multiple tenancy store; (4) by a foreign or domestic governmental agency; (5) as a betting parlor or gambling casino; or (6) by a utility company; and 50.4.10 The sublease shall not provide for an option on behalf of the Transferee’s reputation subtenant thereunder to extend or renew the character term of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisessuch sublease.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall will not unreasonably withhold or delay its consent to an assignment or sublease by Tenant, but Landlord may withhold its consent to any other Transfer (including, without limitation, any hypothecation or assignment for security purposes) arbitrarily and in its sole discretion. Tenant agrees that Landlord's withholding of consent to a proposed sublease or assignment will be deemed reasonable if Tenant is in default or any of the subletting other material terms and conditions of this Article have not been complied with, or if any of the following conditions are not satisfied: (a) the subtenant or assignee will use the Building and the Premises only for the uses permitted in Section 1.1(h) and otherwise in accordance with this Lease, and the business and reputation of the subtenant or assignee are reasonably acceptable to Landlord and Landlord's Mortgagees (and Landlord's Mortgagees will not unreasonably withhold or delay their consent); (b) the subtenant or assignee is reputable and creditworthy and has the independent financial ability to perform its obligations under its assignment or sublease without undue financial burden in Landlord's reasonable judgment (which reasonable judgment shall be deemed satisfied if the subtenant or assignee has a net worth, credit rating and financial capability at least equal to Tenant's when Tenant executed this Lease), and it is not then subject to any bankruptcy or reorganization plan, proceeding or order, and no receiver is managing its affairs or assets; and (c) there will be no more than an aggregate of six (6) subleases of the Premises or at any portion thereof or the assignment of this Leaseone time. Tenant shall submit in writing to These conditions are not exclusive and Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed may consider other factors deemed to be carried on relevant in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as determining if Landlord may request concerning the proposed subtenant should grant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesconsent.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the nature or character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation Project, unless, in the case of a call centerProposed Transferee, Landlord does not have space available in the Project that Landlord is willing to lease to the Proposed Transferee containing the same or more square feet than the space contained in the Premises, (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Project to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Project, at any time within the preceding nine months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Project or increasing the expenses associated with operating, maintaining and repairing the Project. In no event may Tenant publicly advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the burden Project. Notwithstanding the foregoing, Tenant may employ a broker who advertises on a commercial multiple listing service in order to offer the Building services Premises for assignment or the number of people occupying the Premisessublease.

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten three (103) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if If it elects to proceed under Paragraph Section 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “"Transferee”") does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s 's reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, or (iv) Landlord otherwise determines that the assignment or sublease would have the effect of increasing the expenses associated with operating the Property without reimbursement of the excess costs by Tenant. In no event may Tenant publicly advertise all or any portion of the Premises for assignment or sublease at a rental less than that then sought by Landlord for comparable space in the Property.

Reasonable Consent. (a) If Tenant complies with Landlord does not elect either of the following conditionsoptions provided in the Recapture section of this article, Landlord shall not unreasonably withhold withhold, condition or delay its consent to a proposed transfer. It shall be deemed reasonable for Landlord to withhold consent to any proposed transfer if any of the subletting following conditions have not been established to Landlord’s reasonable satisfaction: 6.4.1 The proposed transferee (for assignments) has sufficient financial wherewithal to discharge its obligations under this Lease and the proposed agreement of transfer and as reasonably determined by Landlord’s criteria for selecting Project tenants and has a tangible net worth and reputation that is not less than the tangible net worth and reputation of Tenant on the Date of this Lease. 6.4.2 The proposed transfer shall not, in Landlord’s reasonable judgment, cause physical harm to the Project or harm to the reputation of the Project that would result in an impairment of Landlord’s ability to lease space in the Project or a diminution in the rental value of space in the Project. The proposed use of the Premises by the proposed transferee will be a use permitted under this Lease and not prohibited by the Rules and Regulations, and will not violate any restrictive covenants or exclusive use provisions applicable to Landlord of which Landlord has notified Tenant. 6.4.3 [Intentionally Omitted] 6.4.4 The proposed transferee shall not be any person or entity who shall at that time be a tenant, subtenant, or other occupant of any part of the Project, or who negotiated with Landlord or Landlord’s agent (directly or through a broker) as to space in the Project during the six months immediately preceding Tenant’s request for Landlord’s consent. 6.4.5 The proposed use of the Premises by the proposed transferee will not require alterations or additions to the Premises or the Project to comply with applicable law or governmental requirements and will not negatively affect insurance requirements or involve the introduction of materials to the Premises that are not in compliance with the environmental laws. 6.4.6 Any mortgagee of the Project will consent to the proposed transfer if such consent is required under the relevant loan documents. 6.4.7 The proposed use of the Premises will not increase the Operating Costs for the Project or the burden on the Project services, or generate unreasonably additional foot traffic, elevator usage, Parking Area usage, or security concerns in the Project, or create an increased possibility that the comfort or safety, or both, of Landlord and the other occupants of the Project will be compromised or reduced. 6.4.8 The proposed transferee shall not be, and shall not be affiliated with, anyone with whom Landlord or any portion thereof of its affiliates has been involved with in litigation or who has defaulted under any agreement with Landlord or any of its affiliates. 6.4.9 The proposed transfer will not cause a violation of another lease for space in the assignment Project or give an occupant of the Project a right to cancel its lease. 6.4.10 There shall be no default by Tenant, beyond any applicable grace period, under any of the terms, covenants, and conditions of this Lease. Tenant shall submit in writing Lease at the time that Landlord’s consent to Landlord (i) a transfer is requested and on the name and legal composition date of the commencement of the term of the proposed subtenant or assignee; (ii) transfer. 6.4.11 If the nature transfer is an assignment, the proposed assignee will assume in writing all of the business proposed obligations of Tenant under this Lease. 6.4.12 Tenant acknowledges that the foregoing is not intended to be carried on in the Premises; (iii) the terms and provisions an exclusive list of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances reasons for which Landlord could may reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesproposed transfer.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord Landlord, not less than thirty (30) days prior to the proposed effective date of the Transfer, (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a “Proposed Transferee”); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years (or, if the Proposed Transferee has been in business for less than two years, for such lesser period of time as the Proposed Transferee has been in business) and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the TransfereeProposed Transferee is a governmental agency, (iv) at the time Tenant requests Landlord’s business entails consent Tenant is in default under this Lease or has committed acts or omissions which with the operation passage of a call centertime or the giving of notice, or both, would constitute an Event of Default under this Lease, or (ivv) Landlord determines that the assignment or subletting proposed Transfer would materially increase have the burden on effect of decreasing the value of the Building services or increasing the number expenses payable by Landlord for maintaining and repairing the portions of people occupying the PremisesProperty Landlord maintains and repairs under this Lease at Landlord’s expense.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "PROPOSED TRANSFEREE"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the nature or character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation Project, unless, in the case of a call centeran existing tenant, Landlord does not have space available for lease containing the same or more square feet as is contained in the Premises to accommodate the existing tenant's expansion or renewal in the Project, (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has shown space in the Project to the Proposed Transferee or responded to any inquiries from the Proposed Transferee or the Proposed Transferee's agent concerning availability of space in the Project, at any time within the preceding six months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of materially decreasing the financial value of the Project or increasing the expenses associated with operating, maintaining and repairing the Project. In no event may Tenant publicly advertise all or any portion of the Premises for assignment or subletting would materially increase sublease at a rental less than that then sought by Landlord for a direct lease (non-sublease)of comparable space in the burden Project. Notwithstanding the foregoing, Tenant may employ a broker who advertises on a commercial multiple listing service in order to offer the Building services Premises for assignment or the number of people occupying the Premisessublease.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "PROPOSED TRANSFEREE"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten (10) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProject, or (iv) the proposed Transfer would violate any "exclusive" rights of any tenants in the Project, (v) Landlord or Landlord's agent has made any written proposals to lease space in the Building to the Proposed Transferee or has received any written proposals to lease space in the Building from the Proposed Transferee or the Proposed Transferee's agent, at any time within the preceding six (6) months, or (vi) Landlord otherwise determines that the proposed Transfer would have the effect of decreasing the value of the Building or increasing the expenses associated with operating, maintaining and repairing the Property. In no event may Tenant publicly offer or advertise all or any portion of the Premises for assignment or subletting would materially increase sublease without clearly stating in such offer or advertisement that all or such portion of the burden on Premises is being offered as an assignment or sublease and not as a direct lease by the Building services or the number of people occupying the Premises.Landlord..

Reasonable Consent. (a) If Tenant complies with the following conditions, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s 's reputation or creditworthiness or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (ivii) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premises, or (iii) Landlord otherwise determines that the assignment or sublease would have the effect of decreasing the value of the Project or increasing the expenses associated with operating the Project.

Reasonable Consent. (a) If Tenant complies with the following conditionsPrior to any proposed Transfer, Landlord shall not unreasonably withhold its consent to the subletting of the Premises or any portion thereof or the assignment of this Lease. Tenant shall submit in writing to Landlord (i) the name and legal composition of the proposed subtenant assignee, subtenant, user or assigneeother transferee (each a "Proposed Transferee"); (ii) the nature of the business proposed to be carried on in the Premises; (iii) a current balance sheet, income statements for the terms last two years and provisions such other reasonable financial and other information concerning the Proposed Transferee as Landlord may request; and (iv) a copy of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning assignment, sublease or other agreement governing the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignmentTransfer. Within ten fifteen (1015) business days Business Days after Landlord receives all such information it shall notify Tenant whether it approves or disapproves such assignment or subletting Transfer or if it elects to proceed under Paragraph 15.8 belowSection 14.7 - Landlord's Right to Space. (b) The parties hereto agree Tenant acknowledges and acknowledge agrees that, among other circumstances for which Landlord could reasonably withhold its consent to a sublease or assignmentproposed Transfer, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) Proposed Transferee does not intend itself to occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Proposed Transferee’s 's business operating ability or history, reputation or creditworthiness or the nature or character of the business to be conducted by the Proposed Transferee at the Premises, (iii) the Transferee’s business entails Proposed Transferee is a governmental agency or unit or an existing tenant in the operation of a call centerProperty, or (iv) the assignment use of the Premises by the Proposed Transferee is not included within the uses permitted by Tenant under this Lease; (v) Tenant is in default of any obligation of Tenant under this Lease beyond any applicable cure period, or subletting Tenant has defaulted under this Lease on three (3) or more occasions at any time during the Lease Term; (vi) the Proposed Transferee intends to use, store or generate Hazardous Materials which Landlord in its sole discretion determines may violate the terms of Section 5.6 hereof, or (vi) Landlord otherwise determines that the proposed Transfer would materially increase have the burden on effect of decreasing the Building services value of the Property or increasing the number of people occupying expenses associated with operating, maintaining and repairing the PremisesProperty.

Reasonable Consent. (a) If Tenant complies with Landlord does not elect either of the following conditionsoptions provided in the Recapture section of this article, Landlord shall not unreasonably withhold or delay its consent to a proposed transfer. Landlord shall be deemed to have reasonably withheld its consent to any proposed transfer unless all of the subletting following conditions have been established to Landlord’s reasonable satisfaction: 6.4.1 The proposed transferee has sufficient financial wherewithal to discharge its obligations under this Lease and the proposed agreement of transfer and as determined by Landlord’s criteria for selecting Building Project tenants and has a net worth, experience, and reputation that is not less than the net worth, experience, and reputation of Tenant on the Date of this Lease. 6.4.2 The proposed transfer shall not, in Landlord’s reasonable judgment, cause physical harm to the Building Project or harm to the reputation of the Building Project that would result in an impairment of Landlord’s ability to lease space in the Building Project or a diminution in the rental value of space in the Building Project. 6.4.3 The proposed use of the Premises by the proposed transferee will be a use permitted under this Lease and not prohibited by the Rules and Regulations, and will not violate any restrictive covenants or exclusive use provisions applicable to Landlord. 6.4.4 The proposed transferee shall not be any person or entity who shall at that time be a tenant, subtenant, or other occupant of any part of the Building Project, or who dealt with Landlord or Landlord’s agent (directly or through a broker) as to space in the Building Project during the six months immediately preceding Tenant’s request for Landlord’s consent. Notwithstanding the foregoing, Landlord will not withhold its consent solely because the proposed transferee is an occupant of the Building Project if Landlord does not have space available for lease in the Building Project that is comparable to the space Tenant desires to transfer. For these purposes, Landlord shall be deemed to have comparable space if it has space which will be available within six months of the date of the proposed transfer on any floor anywhere within the Building Project which is approximately the same size as the space Tenant proposes to transfer, provided that if the space that Tenant proposes to transfer is contiguous to the space already leased by the proposed transferee, Landlord shall be deemed not to have comparable space. 6.4.5 The proposed use of the Premises by the proposed transferee will not require alterations or additions to the Premises or the Building Project to comply with applicable law or governmental requirements and will not negatively affect insurance requirements or involve the introduction of materials to the Premises that are not in compliance with the Environmental Laws. 6.4.6 Any mortgagee of the Building Project will consent to the proposed transfer if such consent is required under the relevant loan documents. 6.4.7 The proposed use of the Premises will not increase the operating costs for the Building Project or the burden on the Building Project services, or generate additional foot traffic, elevator usage, Parking Area usage, or security concerns in the Building Project, or create an increased possibility that the comfort or safety, or both, of Landlord and the other occupants of the Building Project will be compromised or reduced. 6.4.8 The proposed transferee shall not be, and shall not be affiliated with, anyone with whom Landlord or any portion thereof of its affiliates has been involved with in its litigation. 6.4.9 The proposed transfer will not cause a violation of another lease for space in the Building Project or give an occupant of the assignment Building Project a right to cancel its lease. 6.4.10 There shall be no default by Tenant, beyond any applicable grace period, under any of the terms, covenants, and conditions of this Lease at the time that Landlord’s consent to a transfer is requested and on the date of the commencement of the term of the proposed transfer. 6.4.11 If the transfer is an assignment, the proposed assignee will assume in writing all of the obligations of Tenant under this Lease. Tenant shall submit in writing acknowledges that the foregoing is not intended to Landlord (i) the name and legal composition be an exclusive list of the proposed subtenant or assignee; (ii) the nature of the business proposed to be carried on in the Premises; (iii) the terms and provisions of the proposed sublease; (iv) such reasonable financial information as Landlord may request concerning the proposed subtenant or assignee; and (v) the form of the proposed sublease or assignment. Within ten (10) business days after Landlord receives all such information it shall notify Tenant whether it approves such assignment or subletting or if it elects to proceed under Paragraph 15.8 below. (b) The parties hereto agree and acknowledge that, among other circumstances reasons for which Landlord could may reasonably withhold its consent to a sublease or assignment, it shall be reasonable for Landlord to withhold its consent where (i) the assignee or subtenant (a “Transferee”) does not itself occupy the entire portion of the Premises assigned or sublet, (ii) Landlord reasonably disapproves of the Transferee’s reputation or the character of the business to be conducted by the Transferee at the Premises, (iii) the Transferee’s business entails the operation of a call center, or (iv) the assignment or subletting would materially increase the burden on the Building services or the number of people occupying the Premisesproposed transfer.