Standard of Approval Clause Samples

The Standard of Approval clause defines the level or criteria that must be met for a party to grant consent or approval under a contract. In practice, this clause may specify whether approval should be given at a party’s sole discretion, based on reasonableness, or according to objective standards. For example, it might require that one party cannot unreasonably withhold consent to an assignment or a change in project scope. The core function of this clause is to set clear expectations for how and when approvals are granted, thereby reducing ambiguity and potential disputes over whether a party’s decision to approve or withhold consent is justified.
Standard of Approval. Where within this Program Agreement, the approval of the City or its designee is required or permitted, the City or its designee may grant or withhold its approval or its consent in its sole, absolute and uncontrolled discretion.
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Standard of Approval. Whenever this Agreement grants the City or the Developer the right to take action, exercise discretion or make allowances or other determinations, the City or the Developer shall act reasonably and in good faith, except where a sole discretion standard is specifically provided.
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Standard of Approval. Where, within this Agreement, the approval or satisfaction of Lender is required or permitted, or Lender's consent may be granted or withheld, and no standard for the exercise of Lender's discretion is otherwise specified, Lender may grant or withhold its satisfaction, approval or consent in its sole and absolute discretion.
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Standard of Approval. Any consents or approvals required or permitted under this Agreement shall not be unreasonably withheld or made, except where it is specifically provided that a sole discretion standard applies.
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Standard of Approval. Calvine shall have the right to request from time to time in writing that Inland approve of the construction of a building that will have a single tenant that will occupy in excess of 39,900 square feet of floor area upon the Balance of the Shopping Center (the “Building in Excess of Restrictive Covenant”) on the following terms and conditions (to be fully-satisfied prior to commencement of construction thereof): (i) Calvine shall, in accordance with the terms of the Notice provision herein described in Paragraph 4.6, present to Inland a lease for the proposed Building in Excess of Restrictive Covenant in advance of the effectiveness of such lease (the “Proposed Lease”); and (ii) Inland shall have the periods of time described in the Consent, Approvals provision herein described in Paragraph 4.7 to review and comment, approve, or disapprove of the Proposed Lease in strict accordance with the following described “Objective Criteria,” (a) the Proposed Lease shall be required, as part consideration for Calvine to enter into the Proposed Lease, to set forth the full text of the Kohl’s Exclusive and expressly restrict the “Use” and “Assignment and Sublet” clauses to then current and future permitted uses to uses which do not violate the Kohl’s Exclusive (the “Lease Restriction”); and (b) the REA shall, concurrent with the execution of the Proposed Lease and as part consideration for Calvine to enter into the Proposed Lease), be amended (collectively, the “REA Amendment Regarding Lease”) to (A) add the tenant under the Proposed Lease as a party to the REA (therein described as a Prime Lessee), and (B) provide that any Owner shall have the right to enforce the Lease Restriction by one or more actions at law or in equity for damages and/or injunctive relief (and otherwise in accordance with the Default provisions of the REA). Provided, however, if Calvine, after exercising its good faith effort to do so, is not successful in its attempt to cause Kohl’s to execute the REA Amendment Regarding Lease, Calvine shall notify Inland thereof in writing (together with copies of relevant correspondence between Calvine and Kohl’s which evince its good faith efforts to obtain Kohl’s approval) and (subject to the terms of the immediately following sentence), the REA Amendment Regarding Lease shall not be required. If the REA Amendment Regarding Lease is not required (as determined in accordance with the terms of the immediately preceding sentence), Calvine shall then be require...
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Standard of Approval. Where, within this Agreement, the approval or satisfaction of Lender is required or permitted, or Lender's consent may be granted or withheld, and no standard for the exercise of Lender's discretion is otherwise specified, Lender shall not unreasonably withhold its satisfaction, approval or consent.
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Standard of Approval. Tenant agrees that Landlord shall not have unreasonably disapproved the Plans and Specifications if the Leasehold Improvements: (i) would not be consistent with the architectural character of the Building; (ii) and the design does not reflect the aesthetic and/or quality consistent with the Project; (iii) will adversely affect the structure of the Building or the heating, air-conditioning and ventilating system or electrical, mechanical, plumbing, life safety or other lines or systems in the Building; (iv) will materially increase Landlord’s costs of operating and maintaining the Building, it being understood that Tenant shall pay all increases in the costs of operating or maintaining the Building which result from the Leasehold Improvements, and that Landlord may require removal of any such Leasehold Improvements after the expiration or other termination of the Term; (v) would modify the appearance of the Building as viewed from the exterior of the Premises; or (vi) would violate the terms of any applicable zoning or building laws or ordinances or other governmental orders or requirements or land use restrictions of record; provided, however, that the foregoing are merely examples of reasons for which Landlord may withhold its approval and shall not be deemed exclusive of any permitted reasons for reasonably withholding consent, whether similar or dissimilar to the foregoing examples.
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Related to Standard of Approval

  • Standard of Review The Parties acknowledge and agree that the standard of review for any avoidance, breach, rejection, termination or other cessation of performance of or changes to any portion of this integrated, non-severable Agreement (as described in Section 22) over which FERC has jurisdiction, whether proposed by Seller, by Buyer, by a non-party of, by FERC acting sua sponte shall be the “public interest” standard of review set forth in United Gas Pipe Line Co. v.

  • Waiver of Notice; Approval of Meeting; Approval of Minutes The transactions of any meeting of Limited Partners, however called and noticed, and whenever held, shall be as valid as if it had occurred at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy. Attendance of a Limited Partner at a meeting shall constitute a waiver of notice of the meeting, except when the Limited Partner attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened; and except that attendance at a meeting is not a waiver of any right to disapprove the consideration of matters required to be included in the notice of the meeting, but not so included, if the disapproval is expressly made at the meeting.

  • Marketing Consent The Borrowers hereby authorize JPMCB and its affiliates (collectively, the "JPMCB Parties"), at their respective sole expense, but without any prior approval by the Borrowers, to publish such tombstones and give such other publicity to this Agreement as each may from time to time determine in its sole discretion. The foregoing authorization shall remain in effect unless and until the Borrower Representative notifies JPMCB in writing that such authorization is revoked.

  • Standard of Conduct To the extent that the provisions of Section 8(a) are inapplicable to a Claim related to an Indemnifiable Event that shall have been finally disposed of, any determination of whether Indemnitee has satisfied any applicable standard of conduct under New York law that is a legally required condition to indemnification of Indemnitee hereunder against Losses relating to such Claim and any determination that Expense Advances must be repaid to the Company (a “Standard of Conduct Determination”) shall be made as follows: (i) if no Change in Control has occurred, (A) by a majority vote of the Disinterested Directors, even if less than a quorum of the Board, (B) by a committee of Disinterested Directors designated by a majority vote of the Disinterested Directors, even though less than a quorum or (C) if there are no such Disinterested Directors, by Independent Counsel in a written opinion addressed to the Board, a copy of which shall be delivered to Indemnitee; and (ii) if a Change in Control shall have occurred, (A) if the Indemnitee so requests in writing, by a majority vote of the Disinterested Directors, even if less than a quorum of the Board or (B) otherwise, by Independent Counsel in a written opinion addressed to the Board, a copy of which shall be delivered to Indemnitee.

  • Final Approval After Acceptance, Engineer shall perform any required modifications, changes, alterations, corrections, redesigns, and additional work necessary to receive Final Approval by the County. "Final Approval" in this sense shall mean formal recognition that the Engineering Services have been fully carried out.