Common use of Deemed Approval Clause in Contracts

Deemed Approval. If (w) Tenant requests Landlord's approval of a proposed Transfer as provided in Section 17.4 hereof, (x) Landlord fails to respond to Tenant's request within thirty (30) days after the date that Tenant gives Landlord notice thereof, (y) Tenant gives Landlord an additional notice, which provides in bold and capital letters that "LANDLORD'S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being referred to herein as an "Additional Request Notice") and (z) Landlord fails to respond to Tenant's request within five (5) Business Days after the date that Tenant gives the Additional Request Notice to Landlord, then Landlord shall be deemed to have approved Tenant's aforesaid request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to 107 any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to Tenant.

Deemed Approval. If In the event that (wa) Tenant requests Landlord's any Borrower delivers to Administrative Agent a written request pursuant to Section 11.1 for Administrative Agent’s approval of (i) a proposed Transfer as Lease or other leasing matter requiring Administrative Agent consent under this Article 4 with respect to a matter, amendment or new Lease with comparable or superior economic terms and conditions from the immediately preceding provision or Lease in the reasonable judgment of the Borrower Representative or (ii) the termination of a Lease pursuant to the terms of such Lease due to the Tenant’s default thereunder provided such termination is in Section 17.4 hereofthe best interest of the applicable Borrower in the reasonable business judgment of the Borrower Representative, (xb) Landlord fails Administrative Agent has failed to respond to Tenant's such request within thirty ten (3010) days Business Days after the date that Tenant gives Landlord notice thereofAdministrative Agent’s receipt of such request, (y) Tenant gives Landlord an additional notice, which provides in bold and capital letters that "LANDLORD'S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being referred to herein as an "Additional Request Notice") and (zc) Landlord fails Borrower has delivered to Administrative Agent by such method a second copy of such request with such supporting documents and information required above, then, if Administrative Agent has failed to respond to Tenant's such second written request pursuant to Section 11.1 within five (5) Business Days after the date that Tenant gives the Additional Request Notice to LandlordAdministrative Agent’s receipt of such second written request and such supporting documents and information, then Landlord such request shall be deemed to have approved Tenant's aforesaid approved; provided that each such request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before included a legend prominently displayed at the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to 107 any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest top of the Transferorfirst page thereof in solid capital letters in bold face type of a font size not less than fourteen (14) as follows: “WARNING: IF YOU FAIL TO RESPOND TO OR EXPRESSLY DENY THIS REQUEST FOR APPROVAL IN WRITING WITHIN [TEN (10)/FIVE (5)] BUSINESS DAYS AFTER YOUR RECEIPT, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantYOU WILL BE DEEMED TO HAVE APPROVED THIS REQUEST.”

Deemed Approval. If In the event that (wa) Tenant requests Landlord's any Borrower delivers to Administrative Agent a written request pursuant to Section 11.1 for Administrative Agent’s approval of (i) a proposed Transfer as Lease or other leasing matter requiring Administrative Agent consent under this Article 4 with respect to a matter, amendment or new Lease with comparable or superior economic terms and conditions from the immediately preceding provision or Lease in the reasonable judgment of the Borrower Representative or (ii) the termination of a Lease pursuant to the terms of such Lease due to the Tenant’s default thereunder provided such termination is in Section 17.4 hereofthe best interest of the applicable Borrower in the reasonable business judgment of the Borrower Representative, (xb) Landlord fails Administrative Agent has failed to respond to Tenant's such request within thirty ten (3010) days Business Days after the date that Tenant gives Landlord notice thereofAdministrative Agent’s receipt of such request, (y) Tenant gives Landlord an additional notice, which provides in bold and capital letters that "LANDLORD'S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being referred to herein as an "Additional Request Notice") and (zc) Landlord fails Borrower has delivered to Administrative Agent by such method a second copy of such request with such supporting documents and information required above, then, if Administrative Agent has failed to respond to Tenant's such second written request pursuant to Section 11.1 within five (5) Business Days after the date that Tenant gives the Additional Request Notice to LandlordAdministrative Agent’s receipt of such second written request and such supporting documents and information, then Landlord such request shall be deemed to have approved Tenant's aforesaid approved; provided that each such request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before included a legend prominently displayed at the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to 107 any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest top of the Transferorfirst page thereof in solid capital letters in bold face type of a font size not less than fourteen (14) as follows: “WARNING: IF YOU FAIL TO RESPOND TO OR EXPRESSLY DENY THIS REQUEST FOR APPROVAL IN WRITING WITHIN [TEN (10)/FIVE (5)] BUSINESS DAYS AFTER YOUR RECEIPT, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantYOU WILL BE DEEMED TO HAVE APPROVED THIS REQUEST.” LOAN AGREEMENT – PAGE 60 HTI MOB Portfolio

Deemed Approval. If With respect to any matter for which Borrower has a consent or approval right under the Collaterally Assigned Loan Documents (wincluding, without limitation, any matter requested by Fee Owner relating to the Collaterally Assigned Loan), with respect to such matter, to the extent that Agent has a consent or approval right with respect to such matter pursuant to the terms hereof, Agent’s approval shall be deemed given with respect to such matter if: (a) Tenant requests Landlord's Borrower shall have sent Agent a written request for approval of a proposed Transfer as provided with respect to such matter in Section 17.4 accordance with the applicable terms and conditions hereof, (xb) Landlord fails Agent shall have failed to respond either approve or deny such request, or request any information and/or documentation relating to Tenant's such request as may be reasonably required in order to approve or disapprove such matter within thirty seven (307) days after Business Days of receipt of the date that Tenant gives Landlord foregoing initial notice thereof(or within seven (7) Business Days of Agent’s receipt of such requested information and/or documentation, whichever is later), (yc) Tenant gives Landlord an additional noticeBorrower shall have submitted a second request for approval with respect to such matter in accordance with the applicable terms and conditions hereof, which provides second notice shall have been marked in bold and capital letters that "LANDLORD'S lettering with the following language: “AGENT’S RESPONSE IS REQUIRED WITHIN THREE (3) BUSINESS DAYS OF RECEIPT OF THIS NOTICE PURSUANT TO THE TERMS OF THE LOAN AGREEMENT BETWEEN THE UNDERSIGNED AND AGENT. AGENT’S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE SUCH THREE (53) BUSINESS DAYS AFTER DAY PERIOD MAY RESULT IN AGENT’S APPROVAL OF THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE MATTERS DISCUSSED HEREIN BEING DEEMED GRANTED PURSUANT TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" THE LOAN AGREEMENT”, (any such d) Agent has not reasonably requested additional notice being referred to herein as an "Additional Request Notice") information and/or documentation that has not been received by Agent, and (ze) Landlord fails Agent shall have failed to respond to Tenant's such second notice with a disapproval or request for additional information and/or documentation within five such three (53) Business Days after the date that Tenant gives the Additional Request Notice to Landlord, then Landlord shall be deemed to have approved Tenant's aforesaid request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to 107 any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantDay period.

Deemed Approval. If In the event that (wa) Tenant requests Landlord's any Borrower delivers to Administrative Agent a written request pursuant to Section 11.1 for Administrative Agent’s approval of (i) a proposed Transfer as Lease or other leasing matter requiring Administrative Agent consent under this Article 4 with respect to a matter, amendment or new Lease with comparable or superior economic terms and conditions from the immediately preceding provision or Lease in the reasonable judgment of the Borrowers’ Agent or (ii) the termination of a Lease pursuant to the terms of such Lease due to the Tenant’s default thereunder provided such termination is in Section 17.4 hereofthe best interest of the applicable Borrower in the reasonable business judgment of the Borrowers’ Agent, (xb) Landlord fails Administrative Agent has failed to respond to Tenant's such request within thirty ten (3010) days Business Days after the date that Tenant gives Landlord notice thereofAdministrative Agent’s receipt of such request, (y) Tenant gives Landlord an additional notice, which provides in bold and capital letters that "LANDLORD'S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being referred to herein as an "Additional Request Notice") and (zc) Landlord fails Borrowers have delivered to Administrative Agent by such method a second copy of such request with such supporting documents and information required above, then, if Administrative Agent has failed to respond to Tenant's such second written request pursuant to Section 11.1 within five (5) Business Days after the date that Tenant gives the Additional Request Notice to LandlordAdministrative Agent’s receipt of such second written request and such supporting documents and information, then Landlord such request shall be deemed approved; provided that each such request included a legend prominently displayed at the top of the first page thereof in solid capital letters in bold face type of a font size not less than fourteen (14) as follows: “WARNING: IF YOU FAIL TO RESPOND TO OR EXPRESSLY DENY THIS REQUEST FOR APPROVAL IN WRITING WITHIN TEN (10)/FIVE (5) BUSINESS DAYS AFTER YOUR RECEIPT, YOU WILL BE DEEMED TO HAVE APPROVED THIS REQUEST.” For the avoidance of doubt, if Administrative Agent responds to have approved Tenant's aforesaid any such request with a request for purposes of Section 17.4 hereof; providedfurther information or documentation, howeverthe initial ten (10) Business Day period or subsequent five (5) Business Day period, that (I) Tenant as the case may be, shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to 107 any Transfer that is otherwise expressly prohibited commence until all such requested information and/or documentation has been received by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantAdministrative Agent.