Common use of Withholding Consent Clause in Contracts

Withholding Consent. Landlord shall be deemed to have reasonably withheld its consent to any proposed transfer unless all of the following conditions have been established to Landlord's reasonable satisfaction: a. The proposed transferee has sufficient financial ability to discharge its obligations under this Lease and the proposed agreement of transfer as determined by Landlord's criteria for selecting Building tenants. b. The proposed transfer shall not, in Landlord's reasonable judgment, cause physical harm to the Building or harm to the reputation of the Building that would result in an impairment of Landlord's ability to lease space in the Building or a diminution in the rental value of space in the Building. c. 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. d. The proposed transferee has substantial experience in the type of business it plans to conduct at the Premises. e. 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, or who dealt with Landlord or Landlord's agent (directly or through a broker) as to space in the Building during the six (6) months immediately preceding Tenant's request for Landlord's consent. f. The proposed use of the Premises by the proposed transferee will not require Landlord to incur costs in connection with material alterations or additions to the Premises or the Building 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. g. Any mortgagee of the Building will consent to the proposed transfer if such consent is required under the relevant mortgage documents. h. Except as approved by Landlord, the proposed use of the Premises will not materially increase the operating costs for the Building or the burden on the Building services, or generate additional foot traffic, elevator usage, parking areas usage, or security concerns in the Building, or create an increased possibility that the comfort or safety, or both, of Landlord and the other occupants of the Building will be compromised or reduced. i. The proposed transfer shall not be, and shall not be affiliated with, anyone with whom Landlord or any of its affiliates has had adverse dealings. j. The proposed transfer will not cause a violation of another lease for space in the Building or give an occupant of the Building a right to cancel its lease. k. 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. l. If the transfer is an assignment, the proposed assignee will assume in writing all of the obligations of Tenant under this Lease. Tenant acknowledges that the foregoing is not intended to be an exclusive list of the reasons for which Landlord may reasonably withhold its consent to a proposed transfer.

Withholding Consent. Under Section 17.2(i), Landlord shall be deemed to have reasonably withheld may withhold its consent to any proposed transfer unless all of the following conditions have been established to Landlord's reasonable satisfaction: a. The proposed transferee has sufficient financial ability to discharge its obligations under this Lease and the proposed agreement of transfer as determined by Landlord's criteria for selecting Building tenants. b. The proposed transfer shall not, in Landlord's reasonable judgment, cause physical harm to the Building or harm to the reputation of the Building that would result in an impairment of Landlord's ability to lease space in the Building or a diminution in the rental value of space in the Building. c. 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. d. The proposed transferee has substantial experience in the type of business it plans to conduct at the Premises. e. 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, or who dealt with Landlord or Landlord's agent (directly or through a broker) as to space in the Building during the six (6) months immediately preceding Tenant's request for Landlord's consent. f. The proposed use of the Premises by the proposed transferee will not require Landlord to incur costs in connection with material alterations or additions to the Premises or the Building 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. g. Any mortgagee of the Building will consent to the proposed transfer if such consent on any reasonable ground. Such reasonable grounds shall include, without limitation, any one or more of the following: (i) That the prospective transferee's financial condition is required under or may become insufficient to support all of the relevant mortgage documents.financial and other obligations of this Lease; h. Except as approved (ii) That the use to which the Premises will be put by Landlord, the prospective transferee is inconsistent with the terms of this Lease or other existing leases or is otherwise not suitable for a first class office building; (iii) That the nature of the prospective transferee's proposed or likely use of the Premises would involve any increased risk of the use, release or mishandling of hazardous materials; (iv) That the prospective transferee is not likely to conduct on the Property a business of a nature substantially equal to that conducted by Tenant or other tenants on the Property; (v) That Landlord has not received assurances acceptable to Landlord in its sole discretion that all past due amounts owing from Tenant to Landlord (if any) will not materially increase be paid and all other defaults on the operating costs for part of Tenant (if any) will be cured prior to the Building or effectiveness of the proposed transfer. If Landlord withholds its consent to the proposed transfer pursuant to Section 17.2(i), and if Tenant shall so request in writing, Landlord shall provide to Tenant a statement of the basis on which Landlord denied its consent within a reasonable time, however, no greater than ten (10) days after the receipt of Tenant's notice. Landlord and Tenant agree that Tenant shall have the burden on the Building services, or generate additional foot traffic, elevator usage, parking areas usage, or security concerns in the Building, or create an increased possibility that the comfort or safety, or both, of Landlord and the other occupants of the Building will be compromised or reduced. i. The proposed transfer shall not be, and shall not be affiliated with, anyone with whom Landlord or any of its affiliates has had adverse dealings. j. The proposed transfer will not cause a violation of another lease for space in the Building or give an occupant of the Building a right to cancel its lease. k. 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 proving that Landlord's consent to a transfer is requested and on the date of the commencement of the term of the proposed transfer. l. If the transfer is an assignmentwas withheld unreasonably, the proposed assignee will assume in writing all and that such burden may be satisfied if Landlord fails to provide a statement of the obligations of Tenant under this Leasea reasonable basis for withholding its consent within a reasonable time after Tenant's request therefor. Tenant acknowledges and agrees that the foregoing is not intended to be an exclusive list each of the reasons rights of Landlord in the event of proposed transfer set forth in this Article is a reasonable restriction on transfer for which Landlord may reasonably withhold its consent to a proposed transferpurposes of California Civil Code Section 1951.4.