Common use of Transactions with Affiliates Clause in Contracts

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Significant Subsidiaries to, directly or indirectly, enter into any transaction or series of related transactions with any Affiliate of (other than the Borrower or any of its Subsidiaries, other than in the ordinary course of business Significant Subsidiary) unless such transaction is upon fair and on reasonable terms and conditions substantially as no less favorable to the Borrower or such Significant Subsidiary as than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than that is not an Affiliate; provided, except however, that this Section 7.5 shall not prohibit any transaction subject to the following in jurisdiction of the FERC or any event shall be permitted:applicable state regulatory commission.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries subsidiary to, enter into any transaction or series of related transactions with any Affiliate of the its Affiliates (other than Borrower or any of its Subsidiaries, other than in the ordinary course of business and subsidiary) unless such transaction is on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as would reasonably be obtained by subsidiary than if the Borrower or such Subsidiary at that time transaction had been negotiated in a comparable good faith on an arm’s-length transaction basis with a Person other than an non-Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any transaction of any kind involving aggregate payments or series consideration in excess of related transactions $1,000,000 with any Affiliate of the Borrower Borrower, whether or any of its Subsidiaries, other than not in the ordinary course of business business, other than on fair and on reasonable terms and conditions substantially as favorable to the Borrower or such Subsidiary as would could reasonably be obtained expected to be obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedAffiliate except:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into into, or cause, suffer or permit to exist any transaction arrangement or series of related transactions contract with any Affiliate of the Borrower or any of its Subsidiariesother Affiliates unless such arrangement or contract or group of arrangements or contracts, other than in as the ordinary course of business and case may be, are conducted on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’san arms-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:basis.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, shall not and will shall not permit any of its Subsidiaries toto enter into, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than transactions in the ordinary course of business and which are on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that time in a comparable arm’san arms-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiariessuch Person, other than in the ordinary course of business and on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Person as would reasonably be obtained by the Borrower or such Subsidiary Person at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will shall not, and will not nor shall it permit any of its Subsidiaries to, enter into any transaction or series of related transactions any kind with any Affiliate of the Borrower Borrower, whether or any of its Subsidiaries, other than not in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person business, other than an Affiliate, except that the following in any event shall be permittedthan:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries subsidiary to, enter into any transaction or series of related transactions with any Affiliate of its Affiliates (other than the Borrower or any of its Subsidiaries, other than in the ordinary course of business and subsidiary) unless such transaction is on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as would reasonably be obtained by subsidiary than if the Borrower or such Subsidiary at that time transaction had been negotiated in a comparable good faith on an arm’s-length transaction basis with a Person other than an non-Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Except as expressly permitted under this Agreement, each Borrower will shall not, and will shall not permit any of its Subsidiaries to, be party with or enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business unless such transaction is entered into on fair and on reasonable terms and conditions substantially as favorable comparable to the terms that would be available to such Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-an arm’s length transaction with a Person other than that is not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any affiliate other than on terms and conditions substantially as favorable to to, as the case may be, the Borrower or any such Subsidiary subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:affiliate.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiariesthereof, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an such Affiliate, ; except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. (a) The Borrower will not, and will not permit any of its the Restricted Subsidiaries to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions Property or the rendering of any service, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business unless such transactions are otherwise permitted under this Agreement and on are upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as it than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction (including, without limitation, any purchase, sale, lease or series exchange of related transactions property or the rendering of any service) with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthan:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will shall not, and will not nor shall it permit any of its Subsidiaries to, directly or indirectly, enter into any transaction or series of related transactions any kind with any Affiliate of its Affiliates (other than the Borrower or any of its Subsidiaries, other than in the ordinary course of business and ) on terms and conditions substantially as a basis less favorable to the Borrower or any such Subsidiary as would reasonably be obtained by than if the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction had been effected with a Person non-Affiliate other than an Affiliate, except that transactions involving less than $10,000,000 per year in the following in any event shall be permitted:aggregate.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any transaction or series of related transactions any kind with any Affiliate of the Borrower Borrower, whether or any of its Subsidiaries, other than not in the ordinary course of business business, other than on fair and on reasonable terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except provided that the following in foregoing restriction shall not apply to transactions between or among the Borrower and any event shall be permitted:of its Subsidiaries or between and among any Subsidiaries.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any Affiliate, other than on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by obtainable at the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Restricted Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Restricted Subsidiary as would reasonably be obtained by the Borrower or such Restricted Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any Affiliate of such Person, other than on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Person as would reasonably be obtained by the Borrower or such Subsidiary Person at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than an AffiliateAffiliate of the Borrower or such Subsidiary; provided, except however, that the following nothing contained in any event this Section shall be permittedprohibit:

Transactions with Affiliates. The Borrower will notnot itself, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction transaction, including any purchase, sale, lease or series exchange of related transactions property, the rendering of any service or the payment of any management, advisory or similar fees, with any Affiliate of the Borrower or any of its Subsidiaries, (other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or any Group Member) unless such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:is

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, to enter into or permit to exist any transaction or series of related transactions any kind with any Affiliate of the Borrower or any of its SubsidiariesAffiliates, other than except (a) in the ordinary course of business at prices and on terms and conditions substantially as not less favorable to the Borrower or such Subsidiary as would reasonably than could be obtained on an arm’s length basis from unrelated third parties, (b) transactions between or among the Loan Parties not involving any other Affiliates and (c) any Restricted Payment permitted by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:Section 8.4.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of (excluding the Borrower or any Wholly-Owned Subsidiary of its Subsidiaries, the Borrower) other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Such Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any Affiliate of such Borrower, other than on terms and conditions substantially as favorable to the such Borrower or such Subsidiary as would reasonably be obtained obtainable by the such Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the Ordinary Course of Business, with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions Property or the rendering of any service, with any Affiliate (other than the Subsidiaries of the Borrower or any of its Subsidiaries, other than in the ordinary course of business Borrower) unless such transactions are otherwise permitted under this Agreement and on are upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as it than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as deemed in good faith by the board of directors of the Borrower (or any committee thereof) to be not less favorable to the Borrower or such Restricted Subsidiary as would reasonably be obtained by the Borrower or such Restricted Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedexcept:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Restricted Subsidiaries to, enter into any transaction of any kind involving aggregate payments or series consideration in excess of related transactions $1,000,000 with any Affiliate of the Borrower Borrower, whether or any of its Subsidiaries, other than not in the ordinary course of business business, other than on fair and on reasonable terms and conditions substantially as favorable to the Borrower or such Restricted Subsidiary as would could reasonably be obtained expected to be obtainable by the Borrower or such Restricted Subsidiary at that the time in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedAffiliate except:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate; provided, except however, that the following in Borrower will not, and will not permit any event shall be permittedof its Subsidiaries to:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, shall not and will shall not permit any of its Subsidiaries to, to enter into any transaction or series of related transactions Contractual Obligation with any Affiliate of the Borrower or engage in any of its Subsidiaries, other than in the ordinary course of business and on transaction with any Affiliate except upon terms and conditions substantially at least as favorable to the Borrower or such Subsidiary Subsidiary, as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable applicable, as an arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:unaffiliated Persons.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly enter into or suffer to exist any transaction or series of related transactions (including, without limitation, the sale, purchase, exchange or lease of assets, property or services) with any Affiliate of the Borrower or any of its Subsidiaries, (other than a Wholly Owned Subsidiary of the Borrower) involving aggregate consideration in the ordinary course excess of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate$5.0 million, except that the following in any event shall be permittedunless:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly enter into or permit to exist any material transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than such Subsidiaries except for transactions that are in the ordinary course of business Borrower’s or such Subsidiary’s business, upon fair and on reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as than would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-an arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:non-affiliated Person.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedexcept:

Transactions with Affiliates. The Borrower will not, shall not and will not permit any shall cause each of its Subsidiaries to, not to enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, Affiliates (other than between or among Borrower and/or one or more wholly-owned Guarantors), unless such transaction is otherwise permitted hereunder or is in the ordinary course of business of the Borrower or such Subsidiary, as applicable, and on upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Subsidiary, as applicable, than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than which is not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions Property or the rendering of any service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of the Borrower or any of its Subsidiaries, other than in the ordinary course of business Borrower) unless such transactions are otherwise permitted under this Agreement and on are upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as it than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Except as set forth on Schedule 9.06, the Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its SubsidiariesAffiliate, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its the Restricted Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of (other than the Borrower or any of its SubsidiariesWholly-Owned Restricted Subsidiary), other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Restricted Subsidiary as would reasonably be obtained by the Borrower or such Restricted Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not ---------------------------- permit any of its Subsidiaries to, directly or indirectly, enter into any purchase, sale, lease or other transaction or series of related transactions with any Affiliate except (i) transactions in the ordinary course of business on terms that are no less favorable to the Borrower than those which might be obtained at the time in a comparable arm's-length transaction with any Person who is not an Affiliate and (ii) employment contracts with senior management of the Borrower or any of its Subsidiaries, other than entered into in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction consistent with a Person other than an Affiliate, except that the following in any event shall be permitted:prudent business practices.

Transactions with Affiliates. The Except as otherwise expressly permitted by the terms of this Agreement, the Borrower will not, and will not permit any of its Subsidiaries to, enter into or be a party to any material transaction or series of related transactions arrangement with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained which is not itself a Subsidiary, including without limitation, the purchase from, sale to or exchange of Property with, any merger or consolidation with or into, or the rendering of any service by the Borrower or for, any such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:except

Transactions with Affiliates. The Borrower will notnot enter into, and will not permit any of its Subsidiaries toto enter into, enter into any transaction transaction, including, without limitation, the purchase, sale, or series exchange of related transactions property or the rendering of any service, with any Affiliate of the Borrower or any Subsidiary of its SubsidiariesBorrower, other than except in the ordinary course of Borrower's or such Subsidiary's business and on upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into into, any transaction or series of related transactions with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than transactions in the ordinary course of business and which are on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that time in a comparable arm’san arms-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower and its Subsidiaries will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary its Subsidiaries as would reasonably be obtained obtainable by the Borrower or such Subsidiary its Subsidiaries at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any Affiliate of such Person, other than on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Person as would reasonably be obtained by the Borrower or such Subsidiary Person at that time in a comparable arm’s-length transaction with a Person other than that is not an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Restricted Subsidiaries (other than with the Borrower or its Restricted Subsidiaries), other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Restricted Subsidiary as would reasonably be obtained by the Borrower or such Restricted Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries subsidiaries, to, directly or indirectly, enter into any purchase, sale, lease or other transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiariesaffiliate, other than except in the ordinary course of business and on terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as would reasonably than those which might be obtained by at the Borrower or such Subsidiary at that time in a comparable arm’s-arm's length transaction with a any Person other than who is not an Affiliate, except that the following in any event shall be permitted:affiliate.

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their respective Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower Furniture Brands or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower Borrowers or such Subsidiary as would reasonably be obtained by the Borrower Borrowers or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedexcept:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into or be a party to any transaction or series arrangement, including, without limitation, the purchase, sale lease or exchange of related transactions property or the rendering of any service, with any Affiliate Affiliate, except pursuant to the reasonable requirements of the Borrower Borrower’s or any of its Subsidiaries, other than in the ordinary course of applicable Subsidiary’s business and on upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-length transaction with a Person other than an not a Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions Property or the rendering of any service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of the Borrower or any of its SubsidiariesBorrower) unless such transactions are otherwise permitted under this Agreement, other than are in the ordinary course of business and on are upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as it than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries toSubsidiaries, enter into to engage in any transaction or series of related transactions with any an Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially unless such transaction is as favorable to the Borrower or such Subsidiary as would reasonably could be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-an arm's length transaction with a an unaffiliated Person other than an Affiliate, except that the following in any event shall be permitted:accordance with prevailing industry customs and practices.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower its Affiliates or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiariessuch Person, other than in the ordinary course of business and on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Person as would reasonably be obtained by the Borrower or such Subsidiary Person at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions any kind with any Affiliate of the Borrower Borrower, whether or any of its Subsidiaries, other than not in the ordinary course of business business, other than on fair and on reasonable terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will shall not, and will not nor shall it permit any of its Subsidiaries to, directly or indirectly, enter into any transaction or series of related transactions any kind with any Affiliate of its Affiliates (other than the Borrower or any of its Subsidiaries, other than in the ordinary course of business and ) on terms and conditions substantially as a basis less favorable to the Borrower or any such Subsidiary as would reasonably be obtained by than if the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction had been effected with a Person non‑Affiliate other than an Affiliate, except that transactions involving less than $10,000,000 per year in the following in any event shall be permitted:aggregate.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any Affiliate, other than on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by obtain able at the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than an AffiliateAffiliate of Borrower or such Subsidiary; provided, except however, that the following nothing contained in any event this Section shall be permittedprohibit:

Transactions with Affiliates. The Borrower will shall not, and will shall not suffer or permit any of its Subsidiaries Material Subsidiary to, enter into any transaction or series of related transactions with any Affiliate (other than a wholly-owned Subsidiary) of the Borrower or any of its SubsidiariesBorrower, other than except transactions (a) entered into in the ordinary course of business good faith and (b) at prices and on terms and conditions substantially as not less favorable to the Borrower or such Subsidiary as would reasonably than could be obtained by the Borrower or such Subsidiary at that time in a comparable arm’son an arm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:basis from unrelated third parties.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of (other than the Borrower or any of its SubsidiariesWholly-Owned Subsidiary), other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than an AffiliateAffiliate of Borrower or such Subsidiary; provided, except however, that the following nothing contained in any event this Section shall be permittedprohibit:

Transactions with Affiliates. The Borrower will notnot itself, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction transaction, including any purchase, sale, lease or series exchange of related transactions property, the rendering of any service or the payment of any management, advisory or similar fees, with any Affiliate of the Borrower or any of its Subsidiaries, (other than any Group Member) unless such transaction is (a) otherwise permitted under this Agreement, (b) is made pursuant to or in connection with the Transaction Documents, (c) in the ordinary course of business and on terms and conditions substantially as favorable to of the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliaterelevant Group Member, except that the following in any event shall be permitted:or

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate member of the Borrower or any of its Subsidiaries, Subsidiaries or any employee of Borrower or any of its Subsidiaries other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary Person as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that time it in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:such member or employee.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would be reasonably expected to be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except ; PROVIDED that the following shall in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into into, or cause, suffer or permit to exist any transaction transaction, arrangement or series of related transactions contract with any Affiliate of the Borrower or any of its Subsidiaries, other Affiliates (other than in the ordinary course of business any Obligor) unless such transaction, arrangement or contract is (i) otherwise not prohibited under this Agreement and on (ii) upon terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than which is not an Affiliate, except provided that the following in any event shall be permitted:the

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than in the ordinary course of business except upon fair and on reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’sarm's-length transaction with a Person other than not an Affiliate, except ; provided that transactions between or among the following in any event Borrower and its Domestic Subsidiaries shall not be permitted:subject to this Section 6.8.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Company to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedexcept:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any transaction transaction, including any purchase, sale, lease or series exchange of related transactions property or the rendering of any service, with any Affiliate of the Borrower or with any of its SubsidiariesSubsidiary that has not executed a Guarantee, other than unless such transaction is in the ordinary course of the Borrower's or such Subsidiary's business and on is upon terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Subsidiary, as the case may be, than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:Affiliate or a Subsidiary.

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries subsidiaries or Guarantors, to, directly or indirectly, enter into any purchase, sale, lease or other transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiariesaffiliate, other than except in the ordinary course of business and on terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as would reasonably than those which might be obtained by at the Borrower or such Subsidiary at that time in a comparable arm’s-arm's length transaction with a any Person other than who is not an Affiliate, except that the following in any event shall be permitted:affiliate.

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate member of the Borrower or any of its Subsidiaries, Subsidiaries or any employee of Borrower or any of its Subsidiaries other than in the ordinary course of business and on terms terrns and conditions substantially as favorable to the Borrower or such Subsidiary Person as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that time it in a comparable arm’s-arm’s length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:such member or employee.

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of the Borrower transactions, whether or any of its Subsidiaries, other than not in the ordinary course of business and business, with any officer, director, shareholder or Affiliate of such Person other than on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time obtainable in a comparable arm’s-length transaction with a Person other than an officer, director, shareholder or Affiliate; provided, except that this Section 6.6 shall not apply to compensation and employee stock plans of the following in any event shall be permitted:Credit Parties.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of (other than the Borrower or any Wholly-Owned Subsidiary of its Subsidiaries, the Borrower) other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of (excluding the Borrower or any Wholly-Owned Subsidiary of its Subsidiaries, the Borrower) other than in the ordinary course of business accordance with applicable Legal Requirements and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that notwithstanding the following in any event shall be permittedforegoing:

Transactions with Affiliates. The Borrower will not, shall not and will not permit any shall cause each of its Subsidiaries to, not to enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, Affiliates (other than between or among Borrower and/or one or more wholly-owned Guarantors), unless such transaction is otherwise permitted hereunder or is in the ordinary course of business of the Borrower or such Subsidiary, as applicable, and on upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Subsidiary, as applicable, than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than which is not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Material Sub- sidiary to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than in the ordinary course of business and (i) on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that such Affiliate and (ii) as otherwise permitted or required under the following in any event shall be permitted:Borrower’s Code of Corporate Xxxxx- xxxxx.

Transactions with Affiliates. The Borrower will not, and will ---------------------------- not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. (a) The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its SubsidiariesAffiliates, other than even if otherwise permitted under this Agreement, except (i) transactions in the ordinary course of business at prices and on terms and conditions substantially as not less favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:114 00000000.00.

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm’s length transaction with a Person other than an AffiliateAffiliate of the Borrower or such Subsidiary; provided, except however, that the following nothing contained in any event this Section shall be permittedprohibit:

Transactions with Affiliates. The Borrower will notshall not engage in, and will not permit any of its Subsidiaries toto engage in, enter into any transaction or series of related transactions with any an Affiliate of the Borrower or any of its Subsidiaries, such Subsidiary (other than transactions in the ordinary course of business between a Subsidiary and its parent or among Subsidiaries of the Borrower) except on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary Subsidiaries than as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:transaction.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of (excluding the Borrower or any Wholly-Owned Subsidiary of its Subsidiaries, the Borrower) other than in the ordinary course of business accordance with applicable Legal Requirements and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions property or the rendering of any service, with any Affiliate of the Borrower or any of its Subsidiaries, other than except for transactions which are not prohibited under this Agreement and which are in the ordinary course of the Borrower's or applicable Subsidiary's business and on which are upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a hypothetical comparable arm’s-arm's length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of and pursuant to the reasonable requirements of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than an AffiliateAffiliate of the Borrower or such Subsidiary; provided, except however, that the following nothing contained in any event this Section shall be permittedprohibit:

Transactions with Affiliates. The Except for transactions otherwise permitted hereunder or described in Schedule 5.27, the Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction or series of related transactions with any officer, director, stockholder or other Affiliate of the Borrower or any of its SubsidiariesSubsidiary, other than except in the ordinary course of and pursuant to the reasonable requirements of its business and on upon fair and reasonable terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as it than would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than an Affiliate, except that Affiliate of the following in any event shall be permitted:Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower will not, and will not permit any other member of its Subsidiaries the Borrower Affiliated Group to, directly or indirectly, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than except in the ordinary course of business and on terms and conditions substantially as that are no less favorable to the Borrower or such Subsidiary as would reasonably member of the Borrower Affiliated Group than those which might be obtained by at the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than any person who is not an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of busi­ness, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions condi­tions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction transac­tion with a Person other than an Affiliate, except ex­cept that notwithstanding the following in any event shall be permittedforegoing:

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that the time in a comparable arm’s-length transaction with a Person other than an Affiliate; provided, except that the following in any event shall be permittedhowever, that:

Transactions with Affiliates. The Borrower will not, and nor will not it permit any Subsidiary to, other than in the ordinary course of its Subsidiaries tobusiness, enter into any transaction or series of related transactions transactions, with any Affiliate of the Borrower or any of its SubsidiariesBorrower, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower or such Subsidiary as would reasonably be obtained obtainable by the Borrower or such Subsidiary at that time it in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:.

Transactions with Affiliates. The Holdings and the Borrower will not, and will not permit any of its their Subsidiaries to, enter into any transaction or series of related transactions transactions, whether or not in the ordinary course of business, with any Affiliate of the Borrower Holdings or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to Holdings, the Borrower or such Subsidiary as would reasonably be obtained by Holdings, the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower Borrowers will not, and nor will not any of the Borrowers permit any of its their respective Subsidiaries to, enter into any transaction or series of related transactions transactions, with any Affiliate of any of the Borrower Borrowers or any Subsidiary of its Subsidiariesany of the Borrowers, other than in the ordinary course of business and on terms and conditions substantially as no less favorable to the such Borrower or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary Person at that time in a comparable arm’s-length transaction with a Person other than an AffiliateAffiliate of any of the Borrowers, except that the following in any event shall be permittedthat:

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries subsidiary to, enter into any transaction or series of related transactions with any Affiliate of the its Affiliates (other than Borrower or any of its Subsidiaries, other than in the ordinary course of business and subsidiary) unless such transaction is on terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as would reasonably be obtained by subsidiary than if the Borrower or such Subsidiary at that time transaction had been negotiated in a comparable good faith on an arm’s-length transaction basis with a Person other than an non-Affiliate, except that the following in any event shall be permitted:. Table of Contents ARTICLE VI

Transactions with Affiliates. The No Borrower will, nor will not, and will not any Borrower permit any of its Subsidiaries to, enter into any transaction or series of related transactions with any Affiliate of the such Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the such Borrower or such Subsidiary as would be reasonably be obtained by the such Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than an Affiliate, except that the following in any event shall be permitted:

Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction (including, without limitation, any purchase, sale, lease or series exchange of related transactions property or the rendering of any service) with any officer, director, stockholder or other Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business and on terms and conditions substantially as favorable to the Borrower Party or such Subsidiary as would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except that the following in any event shall be permittedthan:

Transactions with Affiliates. The Borrower will notnot enter into, and will not permit any Company to enter into, any transaction, including, without limitation, the purchase, sale, or exchange of its Subsidiaries toproperty or the rendering of any service, enter into any transaction or series of related transactions with any Affiliate of the Borrower or any of its Subsidiariessuch Company, other than except in the ordinary course of and pursuant to the reasonable requirements of Borrower's or such Subsidiary's business and on upon fair and reasonable terms and conditions substantially as no less favorable to the Borrower or such Subsidiary as than would reasonably be obtained by the Borrower or such Subsidiary at that time in a comparable arm’sarm's-length transaction with a Person other than not an Affiliate, except that the following in any event shall be permitted:Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any transaction transaction, including, without limitation, any purchase, sale, lease or series exchange of related transactions Property or the rendering of any service, with any Affiliate of the Borrower or any of its Subsidiaries, other than in the ordinary course of business unless such transaction is (i) not otherwise prohibited under this Agreement and on (ii) upon fair and reasonable terms and conditions substantially as no less favorable to the such Borrower or such Subsidiary Subsidiary, as the case may be, than it would reasonably be obtained by the Borrower or such Subsidiary at that time obtain in a comparable arm’s-arm's length transaction with a Person other than which is not an Affiliate, except that the following in any event shall be permitted:.