Common use of Reasonable Disapproval Clause in Contracts

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s reasonable opinion: (a) the 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 net worth or financial capabilities of a proposed assignee is less than that of Tenant and each guarantor of this Lease, if any, or the 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 (or has negotiated with Landlord in the last six (6) months) for space in the Building or the Property; (d) the proposed Transferee is a governmental entity; (e) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (f) the proposed Transfer involves a change of use of the Premises or would violate any exclusive use covenant to which Landlord is bound; (g) the Transfer would likely result in significant increase in the use of the parking 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 (h) the Transferee is not in Landlord’s reasonable opinion of reputable or good character or consistent with Landlord’s desired tenant mix for the Building.

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s reasonable opinion: (a) the 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 net worth or financial capabilities of a proposed assignee is less than that of Tenant and each guarantor of this Lease, if any, or the 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 Facility or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building or the PropertyFacility; (d) the proposed Transferee is a governmental entity; (e) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (f) the proposed Transfer involves a change of use of the Premises or would violate any exclusive use covenant to which Landlord is bound; (g) the Transfer would likely result in significant increase in the use of the parking 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 (h) the Transferee is not in Landlord’s reasonable opinion of reputable or good character or consistent with Landlord’s desired tenant mix for the BuildingFacility.

Reasonable Disapproval. Without limiting in Landlord and Tenant hereby acknowledge that Landlord's disapproval of any way Landlord’s right proposed Transfer pursuant to withhold its consent on Section 11.3 shall be deemed reasonably withheld if based upon any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s reasonable opinionor all of the following factors: (ai) the proposed Transfer would result in more than two subleases of portions of the Premises being in effect at any one time during the TermTerm (other than subleases which do not require the prior approval of Landlord); (bii) the net worth or financial capabilities of effective rent payable by the Transferee (adjusted on a proposed assignee rentable square foot basis) is less than that the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of Tenant and each guarantor of this Lease, if any, or the proposed assignee or subtenant does not have the financial capability to fulfill the obligations imposed by the Transfertime; (ciii) the proposed Transferee is an existing tenant of the Building or Property or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building or the PropertyLandlord; (div) the proposed Transferee is a governmental entity; (ev) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (fvi) the proposed Transfer involves a change of use of the Premises by the Transferee (A) is not permitted by the use provisions in Article 10 hereof, or would violate (B) violates any exclusive use covenant granted by Landlord to which Landlord another tenant in the Building (to the extent such exclusive is bounddisclosed to Tenant); (gvii) the Transfer would likely result in significant increase in the use of the parking areas or Common Areas by the Transferee’s 's employees or visitorsvisitor, and/or significantly increase the demand upon utilities and services to be provided by Landlord to the Premises; or (hviii) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer; (ix) the Transferee is not in Landlord’s 's reasonable opinion of reputable or good character or consistent with Landlord’s 's desired tenant mix for mix; or (x) the BuildingTransferee is a real estate developer or landlord or is acting directly or indirectly on behalf of a real estate developer or landlord.

Reasonable Disapproval. Without limiting in any way Landlord’s 's right to withhold its consent on any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s 's reasonable opinion: (a) the 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 net worth or financial capabilities of a proposed assignee is less than that of Tenant and each guarantor of this Lease, if any, or the proposed assignee or subtenant does not have the financial capability to fulfill the obligations imposed by the Transfer; (b) intentionally omitted; (c) the proposed Transferee is an existing tenant of the Building or Property or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building or the Property; (d) the proposed Transferee is a governmental entity; (e) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (f) the proposed Transfer involves a change of use of the Premises or would violate any exclusive use covenant to which Landlord is bound; (g) the Transfer would likely result in significant increase in the use of the parking 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 (h) the Transferee is not in Landlord’s 's reasonable opinion of reputable or good character or consistent with Landlord’s 's desired tenant mix for the Building.

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s reasonable opinion: (a) the 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 net worth or financial capabilities of a proposed assignee is materially less than that of Tenant and each guarantor of this Lease, if any, or the 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 (or has negotiated with Landlord in the last six (6) months) for space in the Building or the PropertyProperty or has negotiated with Landlord for space in the Building or Property within the past 6 months and Landlord has space available to satisfy such Transferee’s requirement (in either case the terms “negotiating” and “negotiated” shall be evidenced by a fully signed term sheet, signed letter of intent, signed lease or an amendment of lease fully signed); (d) the proposed Transferee is a governmental entity; (e) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (f) the proposed Transfer involves a material change of use of the Premises or would violate any exclusive use covenant to which Landlord is bound; (g) the Transfer would likely result in significant a material increase in the use of the parking areas by the Transferee’s employees or visitors, and/or significantly materially increase the demand upon utilities and services to be provided by Landlord to the Premises; or (h) the Transferee is not in Landlord’s reasonable opinion of reputable or good character or consistent with Landlord’s desired tenant mix for the Buildingcharacter.

Reasonable Disapproval. Without limiting in any way Landlord’s right to withhold its consent on any reasonable grounds, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer if, in Landlord’s reasonable opinion: (a) the proposed Transfer would result in more than two three subleases of portions of the Premises being in effect at any one time during the Term; (b) the net worth or financial capabilities of a proposed assignee is less than that of Tenant and each guarantor of this Lease, if any, or the proposed assignee or subtenant does not have the financial capability is insufficient to fulfill meet the obligations imposed by the Transferassumed under this Lease or a sublease; (c) the proposed Transferee is an existing tenant of the Building or Property or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) for space in the Building or the PropertyProperty (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 space at the Property available; (d) the proposed Transferee is a governmental entity; (e) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (f) the proposed Transfer involves a change of use of the Premises or would violate any exclusive use covenant to which Landlord is bound; (g) the Transfer would likely result in significant increase in the use of the parking 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 (h) the Transferee is not in Landlord’s reasonable opinion of reputable or good character or consistent with Landlord’s desired tenant mix for the Building.

Reasonable Disapproval. Without limiting in Landlord and Tenant hereby acknowledge that ---------------------- Landlord's disapproval of any way Landlord’s right proposed Transfer pursuant to withhold its consent on Section 11.3(a) shall be deemed reasonably withheld if based upon any reasonable groundsfactor, it is agreed that Landlord will not be acting unreasonably in refusing to consent to a Transfer ifincluding, in Landlord’s reasonable opinionwithout limitation, any or all of the following factors: (ai) the proposed Transfer would result in more than two subleases of portions of the Premises being in effect at any one time during the Term; (bii) the net worth or financial capabilities of effective rent payable by the Transferee (adjusted on a proposed assignee rentable square foot basis) is less than that the net effective rent then being quoted by Landlord for new leases in the Building for comparable size space for a comparable period of Tenant and each guarantor of this Lease, if any, or the proposed assignee or subtenant does not have the financial capability to fulfill the obligations imposed by the Transfertime; (ciii) the proposed Transferee is an existing tenant of the Building or Property or is negotiating with Landlord (or has negotiated with Landlord in the last six (6) months) months for space in the Building or the PropertyBuilding; (div) the proposed Transferee is a governmental entity; (ev) the portion of the Premises to be sublet or assigned is irregular in shape with inadequate means of ingress and egress; (fvi) the proposed Transfer involves a change of use of the Premises by the Transferee (A) is not permitted by the use provisions in Article 10 hereof, or would violate (B) violates any exclusive use covenant granted by Landlord to which Landlord is boundanother tenant in the Building; (gvii) the Transfer would likely result in significant increase in the use of the parking areas or 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 (hviii) the Transferee does not have the financial capability to fulfill the obligations imposed by the Transfer; (ix) the Transferee is not in Landlord’s 's reasonable opinion of reputable or good character or consistent with Landlord’s 's desired tenant mix for mix; or (x) the BuildingTransferee is a real estate developer or landlord or is acting directly or inidirectly on behalf of a real estate developer or landlord.