Decision Standards Clause Samples

Decision Standards. (a) In any approval, consent or other determination by any party required under any of this Agreement, the party shall act in a commercially reasonable manner, in good faith, and in a timely manner, unless a different standard is explicitly stated. (b) Good faith means honesty in fact in the conduct or transaction concerned based on the facts and circumstances actually known to the individual(s) acting for the party. (c) Discretion, sole discretion, option, election or words of similar import in this Agreement denote the party’s privilege to act in furtherance of the party’s interest. (d) Judgment denotes a subjective standard obligating the party to use good faith in forming its professional opinion or estimate. (e) Reasonable or reasonable judgment denotes an objective standard obligating the party in good faith to act in a manner which is consistent with usual and customary practices of entities similarly situated, and not arbitrary or capricious.