Common use of Reasonable Disapproval Clause in Contracts

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will 16.3 shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (ia) if the Building proposed Transfer would result in more than two (2) subleases of portions of the Premises being in effect at any one time during the Term; (b) the proposed Transferee is less than eighty percent an existing tenant of the Project or is presently negotiating with Landlord (80%unless Landlord cannot accommodate the space requirement of the proposed Transferee within a reasonable time frame) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases space in the Building for comparable size space for a comparable period of timeProject; (iic) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivd) the use of the Premises by the Transferee (Ai) is not permitted by the use provisions in Paragraph 8 hereof, or (Bii) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to LandlordProject; (ve) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vif) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseTransfer; (viig) the Transferee is not in Landlord's reasonable opinion of reputable or good character or consistent with Landlord's reasonably desired tenant mix; or (viiih) the Transferee poses is a business real estate developer or other economic risk which Landlord deems unacceptableis acting directly or indirectly on behalf of a real estate developer.

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord and Tenant hereby acknowledge that will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord's disapproval of any ’s reasonable opinion: (a) the proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all would result in more than two subleases of portions of the following factors: Premises being in effect at any one time during the Term; (ib) if the Building net worth or financial capabilities of a proposed assignee is less than eighty percent (80%) occupiedthat of Tenant and each guarantor of this Lease, if any, or the net effective rent payable proposed assignee or subtenant does not have the financial capability to fulfill the obligations imposed by the Transfer; (c) the proposed Transferee is an existing tenant of the Building or Property or is negotiating with Landlord (adjusted on a rentable square foot basisor has negotiated with Landlord in the last six (6) is less than the net effective rent then being quoted by Landlord months) for new leases space in the Building for comparable size space for a comparable period of timeor the Property; (iid) the proposed Transferee is a governmental entity; (iiie) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivf) the proposed Transfer involves a change of use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates or would violate any exclusive use granted by covenant to which Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlordis bound; (vg) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's ’s employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; or (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (viih) the Transferee is not in Landlord's ’s reasonable opinion of reputable or good character or consistent with Landlord's ’s desired tenant mix; or (viii) mix for the Transferee poses a business or other economic risk which Landlord deems unacceptableBuilding.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; or (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer (other than a Permitted Transfer) pursuant to Subparagraph 24(eSection 14.3(a) will shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: : (ia) the proposed Transferee is an existing tenant of the Project; provided, however, if the Building is less than eighty no space with a rentable area ten percent (8010%) occupied, if the net effective rent payable by the Transferee greater or ten percent (adjusted on a rentable square foot basis10%) is less than the net effective rent then rentable area of the space being quoted offered by Landlord Tenant, is vacant and available for new leases lease in the Building for comparable size space for a comparable period Building, the proposed Transferee may be an existing tenant of timethe Building; (iib) the proposed Transferee is a governmental entity; (iiic) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivd) the use of the Premises by the Transferee (Ai) is not permitted by the use provisions in Paragraph 8 Section 6 hereof, or (Bii) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (ve) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vif) the Transferee does not have the financial capability in Landlord's commercially reasonable judgment to fulfill the obligations imposed by the Transfer and this LeaseTransfer; or (viig) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; of reputable or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptablegood character.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that ---------------------- Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(eSection 11.3(a) will shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less proposed Transfer would result in more than eighty percent two subleases of portions of the Premises being in effect at any one time during the Term; (80%ii) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (iiiii) the proposed Transferee is an existing tenant of the Building or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months for space in the Building; (iv) the proposed Transferee is a governmental entity; (iiiv) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivvi) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 Article 10 hereof, or (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (vvii) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (viviii) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseTransfer; (viiix) the Transferee is not in Landlord's reasonable opinion of reputable or good character or consistent with Landlord's desired tenant mix; or (viiix) the Transferee poses is a business real estate developer or other economic risk which Landlord deems unacceptablelandlord or is acting directly or inidirectly on behalf of a real estate developer or landlord.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty seventy percent (8070%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of timeintentionally omitted; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iiiii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iviii) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, or (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (viv) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Project Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (viv) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viiivi) the Transferee poses a business or other economic risk which Landlord deems unacceptable. Notwithstanding anything to the contrary contained in this Lease, it is expressly understood and agreed that no further subletting under any sublease shall be permitted under any circumstances, except in the event Landlord (with no obligation to do so) sub-subleases the Premises (or any portion thereof) from such sublessee. Any sublease to which Landlord consents shall expressly prohibit any such further subletting.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the BuildingDevelopment, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; or (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the BuildingBusiness, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant significantly and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly significant increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's ’s disapproval of any proposed Transfer pursuant to Subparagraph 24(e) Article 23 will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entityGovernmental Entity, if the proposed Transferee is entitled, directly or indirectly, to diplomatic or sovereign immunity or shall not be subject to the service of process in, and the jurisdiction of, the courts of the State of California; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivii) the use of the Premises by the Transferee (ATransferee) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in this Lease or the Building, or (C) otherwise poses a risk of increased liability to LandlordProject CC&Rs; (viii) the Transfer would likely result in a significant and inappropriate material increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services above that to be provided by Landlord to the Premises pursuant to Exhibit “G” (unless Tenant or the Transferee provides supplemental facilities to service such excess demand); (iv) the Transfer would likely result in an increase in the use of the Parking Facilities by the Transferee’s employees or visitors in excess of 4.25 spaces per thousand square feet, calculated for the entire Premises; (viv) the Transferee is not a reputable person or entity or does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseLease (or has not furnished Landlord with reasonable proof thereof); (vi) the proposed Transferee is engaged in a business or activity, or the Premises or the relevant part thereof, will be used in a manner, which is not in keeping with the then standards of the Building or the Project; or (vii) the proposed Transferee is not a person or entity with whom Landlord is or has been, within the preceding nine (9) month period, negotiating to lease space in Landlord's reasonable opinion consistent with Landlord's desired tenant mixthe Project and Landlord has space comparable to the space Tenant is proposing to Transfer available for lease in the Project; or (viii) the Transferee poses a business proposed form of sublease or other economic risk which Landlord deems unacceptableinstrument of assignment does not comply with the applicable provisions of this Article 23.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: : (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; [INTENTIONALLY DELETED]; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the demised subleased Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates any exclusive use granted by Landlord to another tenant in the BuildingDevelopment, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(eSection 11.3(a) will shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less proposed Transfer would result in more than eighty percent two subleases of portions of the Premises being in effect at any one time during the Term; (80%ii) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted of the most recent market transactions completed by Landlord for new leases in the Building for comparable size space for a comparable period of time; (iiiii) the proposed Transferee is an existing tenant of the Building or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building; (iv) the proposed Transferee is a governmental entity; (iiiv) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivvi) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 Article 10 hereof, or (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (vvii) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (viviii) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseTransfer; (viiix) the Transferee is not in Landlord's reasonable opinion of reputable or good character or consistent with Landlord's desired tenant mix; or (viiix) the Transferee poses is a business real estate developer or other economic risk which Landlord deems unacceptablelandlord or is acting directly or indirectly on behalf of a real estate developer or landlord.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: : (i) if the Building is less than eighty percent (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time[intentionally omitted]; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular demised irregularly in shape with inadequate means of ingress and egress; (iviii) the use of the Premises by the Transferee (Aa) is not permitted by the use provisions in Paragraph 8 hereof, (Bb) violates any exclusive use granted by Landlord to another tenant in the BuildingDevelopment of which Tenant has written notice, or (Cc) is reasonably deemed by Landlord to present a risk of incompatibility to the other tenants of the Development or otherwise poses a risk of materially increased liability to Landlord; or (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (viiv) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; , considering that Tenant remains liable under this Lease, provided that this factor (viiiv) may only be considered as a basis for Landlord's disapproval of a proposed Transfer pursuant to Subparagraph 24(e) if Tenant's financial condition has, at the Transferee is not time of the proposed Transfer request, deteriorated from that existing as of the date of this Lease to the point that Tenant, in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) opinion, may no longer have the Transferee poses a business or other economic risk which Landlord deems unacceptablefinancial capability to perform its obligation under this Lease.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's ’s disapproval of any proposed Transfer pursuant to Subparagraph 24(eSection 14.3(a) will shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (ia) if the Building proposed Transfer would result in more than two subleases of portions of the Premises being in effect at any one time during the Term; (b) the proposed Transferee is less than eighty percent an existing tenant of the Project or is negotiating with Landlord (80%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by or has negotiated with Landlord for new leases in the Building last six (6) months) for comparable size space for a comparable period of timein the Project and Landlord has space available to lease to prospective tenants; (iic) the proposed Transferee is a governmental entity; (iiid) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ive) the use of the Premises by the Transferee (Ai) is not permitted by the use provisions in Paragraph 8 Section 6 hereof, or (Bii) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (vf) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's ’s employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vig) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseTransfer; or (viih) the Transferee is not in Landlord's ’s reasonable opinion of reputable or good character or consistent with Landlord's ’s desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e16.3(a) will shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (ia) if the Building is less proposed Transfer would result in more than eighty percent two subleases of portions of the Premises being in effect at any one time during the Term; (80%b) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (iic) the proposed Transferee is an existing tenant of the Building or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building; (d) the proposed Transferee is a governmental entity; (iiie) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivf) the use of the Premises by the Transferee (Ai) is not permitted by the use provisions in Paragraph 8 hereof, or (Bii) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (vg) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly significant increase in the demand upon utilities and services to be provided by Landlord to the Premises; (vih) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this LeaseTransfer; (viii) the Transferee is not in Landlord's reasonable opinion of reputable or good character or consistent with Landlord's desired tenant mix; or (viiij) the Transferee poses is a business real estate developer or other economic risk which Landlord deems unacceptablelandlord or is acting directly or indirectly on behalf of a real estate developer or landlord.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's disapproval of any proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building Development is less than eighty seventy percent (8070%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building Development for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, or (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to LandlordDevelopment; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; and (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (vii) the Transferee is not in Landlord's reasonable opinion consistent with Landlord's desired tenant mix; or (viii) the Transferee poses a business or other economic risk which Landlord deems unacceptable.

Reasonable Disapproval. Landlord and Tenant hereby acknowledge that Landlord's ’s disapproval of any proposed Transfer pursuant to Subparagraph 24(eSubsection 7(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of the following factors: (i) if the Building is less than eighty ninety percent (8090%) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of time; (ii) the proposed Transferee is a governmental entity; (iii) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (iv) the use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph Section 8 hereof, or (B) violates any exclusive use granted by Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlord; (v) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Project Common Areas by the Transferee's ’s employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; or (vii) the Transferee is not in Landlord's ’s reasonable opinion consistent with Landlord's ’s desired tenant mix; . In the event Landlord withholds or conditions its consent and Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent under Subsection 7(f) or otherwise has breached or acted unreasonably under this Section 7, their sole remedies shall be a declaratory judgment and an injunction for the relief sought without any monetary damages, and Tenant hereby waives all other remedies on its own behalf and, to the extent permitted under all applicable laws, on behalf of the proposed Transferee. In any such action, each party shall bear its own attorneys’ fees. Tenant shall indemnify, defend and hold harmless Landlord from any and all liability, losses, claims, damages, costs, expenses, causes of action and proceedings involving any third party or parties (viiiincluding without limitation Tenant’s proposed subtenant or assignee) the Transferee poses a business who claim they were damaged by Landlord’s wrongful withholding or other economic risk which Landlord deems unacceptableconditioning of Landlord’s consent.

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord and Tenant hereby acknowledge that will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord's disapproval of any ’s reasonable opinion: (a) the proposed Transfer pursuant to Subparagraph 24(e) will be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all would result in more than three subleases of portions of the following factors: Premises being in effect at any one time during the Term; (ib) if the net worth or financial capabilities of a proposed assignee or subtenant is insufficient to meet the obligations assumed under this Lease or a sublease; (c) the proposed Transferee is an existing tenant of the Building or Property or is less than eighty percent negotiating with Landlord (80%or has negotiated with Landlord in the last six (6) occupied, if the net effective rent payable by the Transferee (adjusted on a rentable square foot basismonths) is less than the net effective rent then being quoted by Landlord for new leases space in the Building for or the Property (as demonstrated by an exchange of proposals or other negotiations during the preceding six (6) month period) and, in either case, Landlord has reasonably comparable size space for a comparable period of timeat the Property available; (iid) the proposed Transferee is a governmental entity; (iiie) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (ivf) the proposed Transfer involves a change of use of the Premises by the Transferee (A) is not permitted by the use provisions in Paragraph 8 hereof, (B) violates or would violate any exclusive use granted by covenant to which Landlord to another tenant in the Building, or (C) otherwise poses a risk of increased liability to Landlordis bound; (vg) the Transfer would likely result in a significant and inappropriate increase in the use of the parking areas or Development Common Areas by the Transferee's ’s employees or visitors, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; or (vi) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer and this Lease; (viih) the Transferee is not in Landlord's ’s reasonable opinion of reputable or good character or consistent with Landlord's ’s desired tenant mix; or (viii) mix for the Transferee poses a business or other economic risk which Landlord deems unacceptableBuilding.