Common use of Reasonable Conditions Clause in Contracts

Reasonable Conditions. By way of example and without limitation, the parties hereby agree that it shall be deemed to be reasonable under this Lease and under any applicable Laws for Landlord to withhold consent to any proposed Transfer where, in the good-faith judgment of Landlord, one or more of the following apply (or where Landlord has not been provided with sufficient information to determine that none of the following apply): (a) The proposed Transferee fails to satisfy Landlord’s then current credit and other standards for tenants of the Building, or does not have the financial strength and stability to perform all of the obligations of the Tenant under this Lease (as they apply to the Subject Space) as and when they fall due; or (b) The Transferee is of a character or reputation or is engaged in a business which is not consistent with the quality of the Building or the existing tenant mix; or (c) The proposed use of the Premises by the proposed Transferee would (i) be unlawful; (ii) be inappropriate to the location and configuration of the Premises; (iii) cause Landlord to be in violation of another lease or agreement to which Landlord is a party, or would give an occupant of the Building a right to cancel its lease; (iv) likely cause an increase in insurance premiums for insurance policies applicable to the Building; (v) likely require new tenant improvements that Landlord would be entitled to disapprove pursuant to Article 9 hereof; (vi) likely cause an increase in services to be provided to the Premises; (vii) likely create any increased burden in the operation of the Building, or in the operation of any of its facilities or equipment; (viii) likely cause a change in the Building’s or the Premises’ use or occupancy classification, or (ix) likely impair the dignity, reputation or character of the Building; or (d) The proposed use of the Premises would result in the division of the Premises into more than one (1) tenant space; or (e) At the time of the proposed Transfer, an Event of Default shall have occurred hereunder, or an event shall have occurred that with notice, the passage of time, or both, would become an Event of Default; or (f) The proposed Transferee is a governmental entity, or is entitled, directly or indirectly, to diplomatic or sovereign immunity, or is not subject to the service of process in, or the jurisdiction of the courts of, the State of California, or holds any exemption from the payment of ad valorem or other taxes which would prohibit Landlord from collecting from such Transferee any amounts otherwise payable under this Lease; or ActiveUS 172034323v.3 (g) Either the proposed Transferee, or any person or entity which directly or indirectly, controls, is controlled by, or is under common control with, the proposed Transferee, (i) occupies space in the Building at the time of the request for consent, (ii) is negotiating with Landlord to lease space in the Building at such time, or (iii) has negotiated with Landlord during the six (6)-month period immediately preceding Tenant’s request for consent; or (h) The proposed Transfer or the proposed Transferee fails to comply with any other conditions reasonably required by Landlord under the circumstances at such time in accordance with good business practices; or (i) The sublease rent charged by Tenant to such proposed Transferee during the term of such Transfer, is less than the fair market sublease rental value of the Subject Space as of the date of the proposed Transfer.

Reasonable Conditions. By way of example and without limitation, the parties hereby agree that it shall be deemed to be reasonable under this Lease and under any applicable Applicable Laws for Landlord to withhold consent to any proposed Transfer whereif, in the good-good faith judgment of Landlord, one or more of the following apply (or where Landlord has not been provided with sufficient information to determine that none of the following apply): : (a) The proposed Transferee fails to satisfy Landlord’s then current credit and other standards for tenants of the Building, or does not have the financial strength and stability to perform all of the obligations of the Tenant under this Lease (as they apply to the Subject Space) as and when they fall due; or (b) The Transferee is of a character or reputation or is engaged in a business which is not consistent with the quality of the Building or the existing tenant mix; or (c) The proposed use of or operation in the Premises by the proposed Transferee would (i) would be unlawfulunlawful under any Applicable Laws; or (ii) be inappropriate to the location and configuration of the Premises; (iii) cause Landlord to be in violation of another lease or agreement to which Landlord is a party, or would give an occupant of the Building a right to cancel its lease; (iv) likely cause an increase in insurance premiums for insurance policies applicable to the BuildingBuilding (unless Tenant agrees to pay such increased costs); (vb) likely require new tenant improvements that Landlord would be entitled to disapprove pursuant to Article 9 hereof; (vi) likely cause an increase in services to be provided to the Premises; (vii) likely create any increased burden in the operation of the Building, or in the operation of any of its facilities or equipment; (viii) likely cause a change in the Building’s or the Premises’ use or occupancy classification, or (ix) likely impair the dignity, reputation or character of the Building; or (d) The proposed use of the Premises would result in the division of the Premises into more than one (1) tenant space; or (e) At the time of the proposed Transfer, an Event of Default shall have occurred hereunder, or an event shall have occurred that with notice, the passage of time, or both, would become an Event of Default; or (f) The proposed Transferee is a governmental entity, or is entitled, directly or indirectly, to diplomatic or sovereign immunity, or is not subject to the service of process in, or the jurisdiction of the courts of, the State of California, or holds any exemption from the payment of ad valorem or other taxes which would prohibit Landlord from collecting from such Transferee any amounts otherwise payable under this Lease; or ActiveUS 172034323v.3 (gc) Either either the proposed Transferee, or any person or entity which directly or indirectly, indirectly controls, is controlled by, or is under common control with, the proposed Transferee, (i) occupies space in the Building Project at the time of the request for consent, or (ii) Landlord and the proposed Transferee have exchanged proposed terms for the lease of space at the Project and the proposed Transferee is negotiating with Landlord to lease space in the Building at such time, or (iii) has negotiated with Landlord during the six seventy-five (6)-month 75) day period immediately preceding Tenant’s request for consent; or the date Landlord receives the Notice of Proposed Transfer, to lease space in the Project (h) The proposed Transfer and in either such case, Landlord has available space in the Project reasonably comparable to the Subject Space), which negotiation shall be evidenced by one or more terms sheets having been transmitted to Landlord by the proposed Transferee fails to comply with any other conditions reasonably required by Landlord under or vice versa, (d) the circumstances at such time Transferee is of a character or reputation or engaged in accordance with good a business practices; or which (i) The sublease rent charged by Tenant is reasonably likely to harm Landlord’s reputation, and (ii) would be reasonably likely to harm the reputations of landlords of Comparable Buildings if such landlords were to lease to such proposed Transferee; (e) the Transferee during is a Prohibited Person; or (f) solely in the term event of such Transfer, is less than the fair market sublease rental value an assignment of the Subject Space as Lease, the Transferee and Zynga collectively are not parties of reasonable financial worth in light of the responsibilities to be undertaken in connection with the remaining obligations under this Lease on the date of the proposed Transferconsent is requested.

Reasonable Conditions. By way of example and without limitation, the parties hereby agree that it shall be deemed to be reasonable under this Lease and under any applicable Laws for Landlord to withhold consent to any proposed Transfer where, in the good-faith judgment of Landlord, one or more of the following apply (or where Landlord has not been provided with sufficient information to determine that none of the following apply): (a) The proposed Transferee fails to satisfy Landlord’s 's then current credit and other standards for tenants of the Building, or does not have the financial strength and stability to perform all of the obligations of the Tenant under this Lease (as they apply to the Subject Space) as and when they fall due; or (b) The Transferee is of a character or reputation or is engaged in a business which is not consistent with the quality of the Building or the existing tenant mix; or (c) The proposed use of the Premises by the proposed Transferee would (i) be unlawful; (ii) be inappropriate to the location and configuration of the Premises; (iii) cause Landlord to be in violation of another lease or agreement to which Landlord is a party, or would give an occupant of the Building a right to cancel its lease; (iv) likely cause an increase in insurance premiums for insurance policies applicable to the Building; (v) likely require new tenant improvements that Landlord would be entitled to disapprove pursuant to Article 9 hereof; (vi) likely cause an increase in services to be provided to the Premises; (vii) likely create any increased burden in the operation of the Building, or in the operation of any of its facilities or equipment; (viii) likely cause a change in the Building’s or the Premises’ use or occupancy classification, or (ix) likely impair the dignity, reputation or character of the Building; or (d) The proposed use of the Premises would result in the division of the Premises into more than one (1) tenant space; or (e) At the time of the proposed Transfer, an Event of Default shall have occurred hereunder, or an event shall have occurred that with notice, the passage of time, or both, would become an Event of Default; or (f) The proposed Transferee is a governmental entity, or is entitled, directly or indirectly, to diplomatic or sovereign immunity, or is not subject to the service of process in, or the jurisdiction of the courts of, the State of California, or holds any exemption from the payment of ad valorem or other taxes which would prohibit Landlord from collecting from such Transferee any amounts otherwise payable under this Lease; or ActiveUS 172034323v.3or (g) Either the proposed Transferee, or any person or entity which directly or indirectly, controls, is controlled by, or is under common control with, the proposed Transferee, (i) occupies space in the Building at the time of the request for consent, (ii) is negotiating with Landlord to lease space in the Building at such time, or (iii) has negotiated with Landlord during the six (6)-month period immediately preceding Tenant’s 's request for consent; or (h) The proposed Transfer or the proposed Transferee fails to comply with any other conditions reasonably required by Landlord under the circumstances at such time in accordance with good business practices; or (i) The sublease effective rent charged by Tenant to such proposed Transferee during the term of such Transfer, calculated using a present value analysis, is less than the effective rent being quoted by Landlord at the time of such Transfer for comparable space in the Building for a comparable term, calculated using a present value analysis; or if no comparable space in the Building is available for lease for a comparable term at the time of Tenant's proposed Transfer, then Landlord may withhold consent to any proposed Transfer if the effective rent charged by Tenant to such proposed Transferee is less than the fair market sublease rental value of the Subject Space as of the date of the proposed Transfer, as determined by Landlord.