Standard for Approval. Landlord shall not unreasonably withhold its consent to a Transfer, provided that Tenant has complied with each and every requirement, term and condition of this Section 12. Tenant acknowledges and agrees that each requirement, term and condition in this Section 12 is a reasonable requirement, term or condition, but that the terms and conditions of this Section 12 are not an exclusive statement of the reasonable grounds on which Landlord may withhold its consent to a Transfer. Without limiting the generality of the foregoing, it shall be deemed reasonable for Landlord to withhold its consent to a Transfer if any requirement, term or condition of this Section 12 is not complied with, or: (a) the Transfer would cause Landlord to be in violation of its obligations under another lease or agreement to which Landlord is a party; (b) in Landlord’s reasonable judgment, a proposed assignee has a smaller Net Worth than Tenant has on the date of such Transfer, or is less able financially to pay the rents due under this Lease as and when they are due and payable; (c) a proposed assignee’s or subtenant’s business will impose a burden on the Property’s parking facilities, elevators, Common Areas or utilities that is greater than the burden imposed by Tenant, in Landlord’s reasonable judgment; (d) the terms of a proposed assignment or subletting will allow the proposed assignee or subtenant to exercise a right of renewal, right of expansion, right of first offer, right of first refusal or similar right held by Tenant; (e) a proposed assignee or subtenant refuses to enter into a written assignment agreement or sublease, satisfactory to Landlord in its reasonable discretion, which provides that it will abide by and assume all of the terms and conditions of this Lease for the term of any assignment or sublease and containing such other terms and conditions as Landlord reasonably deems necessary; (f) the use of the Premises by the proposed assignee or subtenant will not be identical to the Permitted Use; (g) any guarantor of this Lease refuses to consent to the Transfer or to execute a written agreement reaffirming the guaranty; (h) if requested by Landlord, the assignee or subtenant refuses to sign a non-disturbance and attornment agreement in favor of Landlord’s lender; (j) Landlord has sued or been sued by the proposed assignee or subtenant or has otherwise been involved in a legal dispute with the proposed assignee or subtenant; (k) the proposed assignee or subtenant is ...
Standard for Approval. The activities to be conducted under this Grant Agreement are subject to the terms of this Grant Agreement and the HOPE VI Requirements. Nevertheless, HUD seeks innovative solutions under the HOPE VI Program to the long-standing problems of severely distressed public housing developments, and will consider granting a waiver of specific regulatory requirements, provided that:
Standard for Approval. The activities to be conducted under this Grant Agreement are subject to the terms of this Grant Agreement and the Choice Neighborhoods Requirements. Nevertheless, HUD seeks innovative solutions under the Choice Neighborhoods Program to the long-standing problems of severely distressed public and assisted housing developments located in neighborhoods of concentrated poverty, and will consider granting a waiver of specific regulatory requirements, provided that:
Standard for Approval. Landlord’s approval of proposed work shall not be unreasonably withheld or delayed if such work (a) does not adversely affect, in Landlord’s reasonable judgment, the appearance of the Premises and/or Building or the value of the Premises and/or Building, (b) does not adversely affect, in Landlord’s judgment, Landlord’s ability to re-lease the Premises, (c) does not affect the structural integrity of the Building or its systems, (d) conforms to the requirements of all building codes and any other applicable laws and regulations, and (e) can be performed and completed without disrupting the business or operation of the Building or of any other tenant of the Building. Tenant’s failure to obtain Landlord’s prior written consent to any proposed work shall constitute an Event of Default hereunder.
Standard for Approval. Landlord’s consent with respect to the Final Space Plans and Working Drawings shall not be withheld unless such drawings contain a Design Problem. Subject to Section 4.2 hereof, Landlord shall not unreasonably withhold its consent to the contemplated buildout or installation of Tenant’s specific trade fixtures, fixtures, furniture, or equipment, or (a) any lab, test kitchen or other highly specialized areas that are not customary in a creative office buildout, and (b) any other improvements which would not generally be considered standard creative office improvements (items (a) and (b) directly above are referred to as “Specialized Improvements”). Landlord shall use commercially reasonable efforts to cause Landlord’s Work to be constructed in such a manner as to accommodate any Specialized Improvements contemplated by Tenant and known by Landlord as of the date of each Final Space Plan approval.
Standard for Approval. Licensor’s required Approvals pursuant to this Agreement may be based solely on Licensor’s subjective standards, including, without limitation, its aesthetic judgment regarding the characteristics of Licensor’s existing product, design, marketing, advertising, promotion and exploitation and the reputation, image and prestige of Licensor and its divisions, subsidiaries and affiliated companies, and the Licensed Xxxx, and may be withheld and/or limited, reserved or made subject to conditions in Licensor’s sole discretion, provided that such discretion shall not be exercised in an arbitrary manner. Approvals, if provided subject to conditions or limitations, must be subject to commercially reasonable conditions or limitations. Notwithstanding the foregoing, Approvals, once given, shall not be withdrawn absent a good faith, commercially reasonable basis. If an Approval is withdrawn by Licensor, then Licensor shall reimburse Licensee for all of its costs and expenses incurred for the item(s) for which Approval has been withdrawn; provided, however, that if an Approval of an item is withdrawn because the item significantly deviates from that approved by Licensor, Licensee shall bear the cost and expenses resulting from such withdrawal.
Standard for Approval. The Agency shall approve a covered employee’s request to engage in outside employment, unless it determines that the outside employment is expected to involve conduct prohibited by statute or Federal regulation, including 5 C.F.R. Parts 2635 and 8301.
Standard for Approval. The contingency stated above shall be subject to Xxxxx's approval in Xxxxx's sole discretion.
Standard for Approval. City, on recommendation of its Planning Commission, shall approve the Plans if such Plans meet the standards and requirements enumerated in Paragraph 3 above and if, as determined by City, the Plans are consistent with commitments made to City that the Project will be a high quality development that will be designed in a manner to minimize adverse impacts to the neighborhood and, in particular, conforms to the Special Conditions set forth in Exhibit "E" attached to this Agreement.
Standard for Approval. Licensor shall not unreasonably withhold its consent to a Transfer provided that Licensee has complied with each and every requirement, term and condition of this Paragraph 9. Licensee acknowledges and agrees that each requirement, term and condition in this Paragraph 9 is a reasonable requirement, term or condition. It shall be deemed reasonable for Licensor to withhold its consent to a Transfer if any requirement, term or condition of this Paragraph 9 is not complied with or if: (i) a proposed assignee refuses to enter into a written assignment agreement, reasonably satisfactory to Licensor, which provides that the assignee will assume all of Licensee’s obligations under this Agreement and the assignment agreement shall contain such other terms and conditions as Licensor reasonably deems necessary; (ii) the use of the Premises by the proposed assignee is not permitted by this Agreement; or (iii) Licensee is in default hereunder at the time of the request. Licensor’s consent may be conditioned upon the assignee obtaining, prior to commencement of its operations at the Premises, all FCC licenses and other governmental approvals and permits required in order to operate Licensee’s Telecom Equipment from the Premises.
