Glossary

Reasonable Consent Standard

Also known as: reasonableness standard, not unreasonably withheld standard

The contractual and, in many jurisdictions, statutory standard requiring a landlord not to unreasonably withhold, condition, or delay its consent to a proposed sublease or assignment, as opposed to a sole-discretion standard under which the landlord may refuse for any reason or none.

Whether a lease is silent, imposes a sole-discretion standard, or specifies a reasonable consent standard changes the practical value of a tenant's sublease right enormously, since a sole-discretion clause can let a landlord block a perfectly creditworthy subtenant simply because it prefers to lease the space itself or to avoid the subtenant becoming a direct competitor to another building tenant. Well-negotiated leases go further by defining specific factors a landlord may or may not consider (subtenant creditworthiness and use are typical permitted factors; a landlord's desire to relet space itself at a higher rent typically is not), setting a response deadline after which consent is deemed granted, and specifying that a wrongful withholding of consent gives the tenant a remedy (often an injunction or damages) rather than leaving the tenant to simply forgo the transaction.