Reasonable Discretion Sample Clauses
The Reasonable Discretion clause grants one party the authority to make decisions or take actions as they see fit, provided those decisions are reasonable under the circumstances. In practice, this means that while a party has flexibility in interpreting or enforcing certain terms, their choices must align with what a reasonable person would consider fair and appropriate, often considering industry standards or the specific context of the agreement. This clause serves to balance flexibility with fairness, ensuring that discretionary powers are not exercised arbitrarily or abusively, thereby protecting both parties' interests.
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Reasonable Discretion. Whenever a party to this Agreement is to exercise any right granted hereunder in its discretion, such exercise of discretion shall be in a reasonable manner, unless the agreement specifically describes that a different standard of exercising that discretion shall apply.
Reasonable Discretion. As applied to this Agreement and the Loan Documents, Lender shall be deemed to have exercised reasonable discretion or shall be deemed to have given its reasonable consent if Lender's actions are consistent with the standard of care that Lender employs in connection with its exercise of rights and remedies with other borrowers and loans of similar structure, size, complexity and number of facilities.
Reasonable Discretion. If any provision of the Agreement grants the Company the right of approval or requires the Company's consent, such discretion or consent will be subject to the standard of reasonableness.
Reasonable Discretion. In each case where applicable under this Financing Agreement, the exercise of the Agent’s “reasonable discretion” or “reasonable judgment” or words of similar import shall be viewed from the perspective of a secured asset-based lender, acting in accordance with its customary practices.
Reasonable Discretion. It is understood by both parties that the services provided by K12 under this Agreement will be provided to the extent deemed necessary and appropriate by K12 in its professional judgment and discretion to satisfy the requirements of Applicable Law, the Charter and the Sponsor’s and the Academy’s policies, provided that those policies are made known to the Head of School in writing either by virtue of the Head of School being in attendance at the meeting of the Governing Authority at which they were passed or by delivery to the Head of School. The Parties understand and agree that pursuant to Applicable Law, policies cannot be approved in executive session. For the sake of clarity, an Academy policy cannot and does not revise or amend any express terms of this Agreement.
Reasonable Discretion. To the extent the Main Agreement permits Contractor to undertake any action, or refrain from undertaking any action, in the exercise of Contractor’s discretion, or based on any belief held by Contractor, Contractor shall exercise its discretion only in a good faith reasonable manner and shall act on its beliefs only if Contractor has a reasonable good faith basis for those beliefs.
Reasonable Discretion. On or prior to the Effective Date and thereafter prior to the expiration of any of the policies providing the coverages described herein, Tenant shall provide Landlord with copies of all certificates of such coverage for the insurance coverages referenced in this Section 6. All commercial general liability and umbrella liability or excess liability policies (except as to the property policy) shall designate Landlord and any mortgagee reasonably designated by Landlord as an additional insured. Any such coverage for additional insureds shall be primary and non-contributory with any insurance carried by Landlord or any other additional insured hereunder. All property insurance policies shall name Landlord (and Landlord’s lender if so requested by Landlord) as an additional named insured or as a loss payee as Landlord’s interests may appear, and shall provide that all losses shall be payable as herein provided. Tenant shall request to its insurer(s) that all such policies of insurance shall provide that the amount thereof shall not be reduced and that none of the provisions, agreements or covenants contained therein shall be modified or canceled by the insuring company or companies without thirty (30) days prior written notice being given to Landlord; provided, however, the failure of any policies to include the foregoing requirements of this sentence shall not be a default under this Lease. Such policy or policies of insurance shall also cover loss or damage to Tenant’s Property, and the insurance proceeds applicable to Tenant’s Property shall not be paid to Landlord or any mortgagee but shall accrue and be payable solely to Tenant. In the event of a casualty, Tenant shall be responsible for any deficiency between the replacement cost of the Premises and the amount actually paid by the insurance company, provided, however, that if this Lease terminates in accordance with Section 8, Tenant shall not be responsible for rebuilding the Premises or any cost thereof, and any amounts received by the insurance company shall remain with Tenant.
Reasonable Discretion. It is understood by both parties that the services provided by K12 under this Agreement will be provided to the extent deemed necessary and appropriate by K12 in its professional judgment and discretion to satisfy the requirements of Applicable Law, the Charter and the Sponsor’s and the Academy’s policies.