Common use of Reasonable Standards Clause in Contracts

Reasonable Standards. It is understood and agreed that, without limiting Landlord’s right of consent as provided herein, Landlord’s withholding consent shall be deemed reasonable if the proposed assignment or sublease fails to meet any one or more of the following criteria: (a) neither the proposed Transfer nor the proposed use of the Premises by the proposed transferee shall conflict with or result in a breach of Subsections 3.2 (Restriction on Use), or 8.2 (Consent Required for Hazardous Substances), or any other provision of this Lease, nor shall it violate any exclusivity arrangement that Landlord may then have with any other tenant of the Facility which Landlord entered into prior to the date the Tenant requested Landlord’s consent for such proposed transfer; (b) the proposed transferee’s proposed use of space in the Premises shall not be for an office or facility of any governmental agency or authority (unless reasonably approved by Landlord), or an embassy or consulate or similar office; (c) the proposed transferee’s use of space in the Premises is for a school or classroom use, an entertainment, sports or recreation facility, retail sales to the public, medical offices, or a personnel or employment agency, telephone “boiler rooms,” or a business where the general public routinely makes payments, receives cash or checks or processes applications for permits or registrations; (d) the proposed transferee shall be of a reputation and stature consistent with the character of the Comparable Building as reflected by the then existing tenants of the Comparable Building which respect to comparable space; (e) neither the proposed transferee nor its use of the Premises shall be subject to compliance with additional requirements beyond such requirements as are then already applicable to the party desiring to assign or sublease of the Law (including related regulations) commonly known as the “Americans with Disabilities Act” or any similar federal, state, or local Law now or hereafter in effect, unless the proposed transferee or Tenant shall have expressly agreed to bear all costs related to compliance with such additional requirements; (f) the proposed transferee shall not be a party for which Landlord’s consent is required under Subsection 14.7 below; and (g) if the proposed transferee would be subleasing less than all of the Premises included in any particular floor, there shall not be (following consummation of the proposed sublease) more than five (5) “Occupants” on such floor. For purposes of the preceding sentence, an “Occupant” of a floor shall include Tenant (if Tenant is occupying any portion of the floor through personnel of Tenant or any Affiliate), any of Tenant’s subtenants or sub-subtenants (other than Affiliates) occupying any space on said floor, and in the case of any floor of which Tenant leases only a portion, any other tenant (and any of its subtenants or sub-subtenants) of space on such floor.

Reasonable Standards. It is understood and agreed that, without limiting Landlord’s right of consent as provided herein, Landlord’s withholding consent shall be deemed reasonable if the proposed assignment or sublease fails to meet any one or more of the following criteria: (a) neither the proposed Transfer nor the proposed use of the Premises by the proposed transferee shall conflict with or result in a breach of Subsections Sections 3.2 (Restriction on Use), ) or 8.2 (Consent Required for Hazardous Substances), or any other provision of this Lease, nor shall it violate any exclusivity arrangement that Landlord may then have with any other tenant of the Facility which Landlord entered into prior to the date the Tenant requested Landlord▇▇▇▇▇▇▇▇’s consent for such proposed transfer; (b) the proposed transferee’s proposed use of space in the Premises shall not be for an office or facility of any governmental agency or authority (unless reasonably approved by Landlord)authority, or an embassy or consulate or similar office; (c) the proposed transferee’s use of space in the Premises is not for a school or classroom use, an entertainment, sports or recreation facility, retail sales to the public, medical offices, or a personnel or employment agency, telephone “boiler rooms,” or a business where the general public routinely makes payments, receives cash or checks or processes applications for permits or registrations; (d) the proposed transferee shall be of a reputation and stature consistent with the character of the Comparable Building as reflected by the then existing tenants of the Comparable Building which with respect to comparable space; (e) neither the proposed transferee nor its use of the Premises shall be subject to compliance with additional requirements beyond such requirements as are then already applicable to the party desiring to assign or sublease of the Law (including related regulations) commonly known as the “Americans with Disabilities Act” or any similar federal, state, or local Law now or hereafter in effect, unless the proposed transferee or Tenant shall have expressly agreed to bear all costs related to compliance with such additional requirementsintentionally deleted; (f) the proposed transferee shall not be a party for which Landlord▇▇▇▇▇▇▇▇’s consent is required under Subsection 14.7 Section 14.8 below; and (g) if the proposed transferee would be subleasing less than all of the Premises included in any particular floor, there shall not be (following consummation of the proposed sublease) more than five three (53) “Occupants” on such floor. For purposes of the preceding sentence, an “Occupant” of a floor shall include Tenant (if Tenant is occupying any portion of the floor through personnel of Tenant or any Affiliateaffiliate), any of Tenant’s subtenants or sub-subtenants (other than Affiliatesaffiliates) occupying any space on said floor, and in the case of any floor of which Tenant leases only a portion, any other tenant (and any of its subtenants or sub-subtenants) of space on such floor. It shall be a reasonable basis for Landlord to withhold its consent if Tenant tenders for Landlord’s approval an assignment of this Lease or a sublease of the Premises or any part of the Premises to a proposed assignee/subtenant whose proposed use or operation in the Premises may or will cause the Building or any part thereof not to conform with the environmental and green building clauses in this Lease.