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, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 66 contracts

Samples: Security Agreement (HMS Holdings Corp), Credit Agreement (Apollo Medical Holdings, Inc.), Credit Agreement (Advisory Board Co)

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Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 22 contracts

Samples: Credit Agreement (Sinclair Broadcast Group Inc), Credit Agreement (Sinclair Broadcast Group Inc), Fourth Amendment (Sinclair Broadcast Group Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, directly or indirectly, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 16 contracts

Samples: Credit Agreement (Rite Aid Corp), Credit Agreement (Constar International Inc), Credit Agreement (Rite Aid Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 10 contracts

Samples: Term Loan Agreement (Harte Hanks Inc), Credit Agreement (Heidrick & Struggles International Inc), Credit Agreement (Atari Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 10 contracts

Samples: Senior Secured Revolving Credit Agreement (Excelerate Energy, Inc.), Secured Revolving Credit Agreement (Excelerate Energy, Inc.), Credit Agreement (Griffon Corp)

Transactions with Affiliates. The Parent Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 9 contracts

Samples: Credit Agreement (SPX Corp), Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions (including amendments or modifications to prior or existing transactions) with, any of its AffiliatesAffiliates involving payment or consideration in excess of $5,000,000, except:

Appears in 9 contracts

Samples: Credit Agreement (Match Group, Inc.), Credit Agreement (Match Group, Inc.), Credit Agreement (Match Group, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept for any of the following:

Appears in 9 contracts

Samples: Loan Agreement (Exagen Diagnostics Inc), Loan Agreement (Tandem Diabetes Care Inc), Loan Agreement (Exagen Diagnostics Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties and (b) transactions between or among the Borrower and its wholly owned Subsidiaries not involving any other Affiliate.

Appears in 8 contracts

Samples: Credit Agreement, Credit Agreement (Lam Research Corp), Term Loan Agreement (Lam Research Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 8 contracts

Samples: Credit Agreement (Hawaiian Telcom Communications, Inc.), Credit Agreement (LifeCare Holdings, Inc.), Senior Secured Loan Agreement

Transactions with Affiliates. The Borrower and each other Obligor will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, Affiliates except:

Appears in 8 contracts

Samples: Revolving Credit and Guaranty Agreement (Slack Technologies, Inc.), Pledge and Security Agreement (Blue Apron Holdings, Inc.), Revolving Credit and Guaranty Agreement (Compass, Inc.)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 8 contracts

Samples: Credit Agreement (Horizon Global Corp), Credit Agreement (Horizon Global Corp), Loan Agreement (Supermedia Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 7 contracts

Samples: Credit Agreement (YETI Holdings, Inc.), Credit Agreement (YETI Holdings, Inc.), Credit Agreement (YETI Holdings, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 7 contracts

Samples: Agreement (EverCommerce Inc.), Credit Agreement (N-Able, Inc.), Credit Agreement (EverCommerce Inc.)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 7 contracts

Samples: Credit Agreement (Shoreline Real Estate Partnership, LLP), Credit Agreement (United Surgical Partners International Inc), Abl Credit Agreement (Chewy, Inc.)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 6 contracts

Samples: Credit Agreement and Guaranty (ArcherDX, Inc.), Credit Agreement and Guaranty (Zymergen Inc.), Credit Agreement and Guaranty (Invitae Corp)

Transactions with Affiliates. The Except as otherwise permitted hereunder, the Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) as permitted by the Partnership Agreement, and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 6 contracts

Samples: Credit Agreement (Natural Resource Partners Lp), Term Loan Agreement (Natural Resource Partners Lp), Credit Agreement (Hiland Partners, LP)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its AffiliatesAffiliates (collectively, “Affiliated Transactions”), except:

Appears in 6 contracts

Samples: Credit Agreement (Tengasco Inc), Credit Agreement (Riley Exploration - Permian, LLC), Credit Agreement (Riley Exploration - Permian, LLC)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 6 contracts

Samples: Credit Agreement (Petersen Energia Inversora, S.A.), Credit Agreement (Petersen Energia, S.A.), Seller Credit Agreement (Petersen Energia, S.A.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease lease, transfer or otherwise transfer dispose of any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, involving aggregate payments or consideration in excess of $2,500,000 for any individual transaction or series of related transactions, except:

Appears in 6 contracts

Samples: Credit Agreement (Select Medical Corp), First Lien Credit Agreement (Select Medical Corp), First Lien Credit Agreement (Select Medical Corp)

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their Affiliates, except:

Appears in 6 contracts

Samples: Credit Agreement (Fortegra Financial Corp), Revolving Credit Agreement (Fox Factory Holding Corp), Credit and Term Loan Agreement (Fox Factory Holding Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 6 contracts

Samples: Bridge Loan Agreement (Newell Brands Inc), Year Credit Agreement (Best Buy Co Inc), Assignment and Assumption (Best Buy Co Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties, and (b) transactions between or among the Borrower and its wholly owned Subsidiaries not involving any other Affiliate.

Appears in 5 contracts

Samples: Credit Agreement (Weingarten Realty Investors /Tx/), Credit Agreement (Weingarten Realty Investors /Tx/), Term Loan Agreement (Weingarten Realty Investors /Tx/)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Covered Subsidiary to, sell, lease sell or otherwise transfer any property or assets to, or purchase, lease purchase or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its AffiliatesAffiliates (any such transaction, excepta “Restricted Affiliate Transaction”), except that the Borrower or any Covered Subsidiary may:

Appears in 5 contracts

Samples: Revolving Credit Agreement (OM Asset Management PLC), Revolving Credit Agreement (BrightSphere Investment Group Inc.), Revolving Credit Agreement (OM Asset Management PLC)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 5 contracts

Samples: Collateral Agreement (Pathfinder Acquisition Corp), Credit Agreement (Idearc Inc.), Possession Credit Agreement (Invacare Corp)

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 5 contracts

Samples: Credit Agreement (Oaktree Capital Group, LLC), Credit Agreement (Oaktree Capital Group, LLC), Credit Agreement (Oaktree Capital Group, LLC)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its AffiliatesAffiliates involving payment or consideration in excess of $5,000,000, except:

Appears in 5 contracts

Samples: Credit Agreement (LSC Communications, Inc.), Credit Agreement (Donnelley Financial Solutions, Inc.), Credit Agreement (Donnelley Financial Solutions, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its AffiliatesAffiliates (other than Valeritas Security), exceptexcept for any of the following:

Appears in 4 contracts

Samples: Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties; provided that the foregoing restriction shall not apply to:

Appears in 4 contracts

Samples: Revolving Credit Agreement (Valero Energy Corp/Tx), Credit Agreement (Tesoro Corp /New/), Revolving Credit Agreement (Valero Energy Corp/Tx)

Transactions with Affiliates. The Parent Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 4 contracts

Samples: Credit Agreement (SMART Global Holdings, Inc.), Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries the Loan Parties to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 4 contracts

Samples: Credit Agreement (Malibu Boats, Inc.), Credit Agreement (Malibu Boats, Inc.), Credit Agreement (Malibu Boats, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept in the ordinary course of business at prices and on terms and conditions on an arm’s-length basis, provided that the foregoing restriction shall not apply to:

Appears in 4 contracts

Samples: Senior Unsecured (HF Sinclair Corp), Credit Agreement (HollyFrontier Corp), Revolving Credit Agreement (HollyFrontier Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties, provided that the foregoing restriction shall not apply to:

Appears in 3 contracts

Samples: Assignment and Assumption (Valero Energy Corp/Tx), Year Revolving Credit Agreement (HollyFrontier Corp), Revolving Credit Agreement (Valero Energy Corp/Tx)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease sell or otherwise transfer any property or assets to, or purchase, lease purchase or otherwise acquire any property or assets from, or otherwise engage in any other transactions transaction with, any of its Affiliates, exceptunless such transaction is upon terms substantially as favorable to the Borrower or such Restricted Subsidiary, as applicable, as would be obtainable at the time in a comparable arm’s-length transaction with a Person that is not an Affiliate, except for:

Appears in 3 contracts

Samples: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Blue Buffalo Pet Products, Inc.), Credit Agreement (Blue Buffalo Pet Products, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, to sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, unless such transactions are on terms and conditions, taken as a whole, not less favorable to the Borrower or such Restricted Subsidiary in any material respect than could be obtained on an arm’s-length basis from unrelated third parties, except:

Appears in 3 contracts

Samples: Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc)

Transactions with Affiliates. The Holdings and the Borrower will not, and will not permit any of its their respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 3 contracts

Samples: Term Loan Agreement (Root Stockholdings, Inc.), Term Loan Agreement (Root, Inc.), Term Loan Agreement (Root, Inc.)

Transactions with Affiliates. The Except as expressly permitted by this Agreement, the Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any cash or other property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 3 contracts

Samples: Credit Agreement (Sprint Nextel Corp), Credit Agreement (Sprint Nextel Corp), Credit Agreement (SPRINT Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, sell, lease sell or otherwise transfer any property or assets to, or purchase, lease purchase or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its AffiliatesAffiliates (other than the Borrower or any Loan Party) (any such transaction, excepta “Restricted Affiliate Transaction”), except that the Borrower or any Subsidiary may:

Appears in 3 contracts

Samples: Year Revolving Credit Agreement (Artisan Partners Asset Management Inc.), Five Year Revolving Credit Agreement (Artisan Partners Asset Management Inc.), Five Year Revolving Credit Agreement (Artisan Partners Asset Management Inc.)

Transactions with Affiliates. The Each Borrower will not, and will not permit any of its Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept for any of the following:

Appears in 3 contracts

Samples: Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.)

Transactions with Affiliates. The Parent and the Borrower will not, and will not permit any of its their respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their respective Affiliates, except:

Appears in 3 contracts

Samples: Credit Agreement (LendingTree, Inc.), Credit Agreement (LendingTree, Inc.), Credit Agreement (LendingTree, Inc.)

Transactions with Affiliates. The Parent and Borrower will not, and will not permit any of its their Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept for any of the following:

Appears in 3 contracts

Samples: Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.), Loan Agreement (Valeritas Holdings Inc.)

Transactions with Affiliates. (a) The Borrower will not, and nor will not it permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 3 contracts

Samples: Credit Agreement (Burger King Holdings Inc), Credit Agreement (Burger King Holdings Inc), Credit Agreement (Burger King Worldwide, Inc.)

Transactions with Affiliates. The Except as expressly permitted by this Agreement, the Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any cash or other property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 3 contracts

Samples: Credit Agreement (SPRINT Corp), Credit Agreement (SPRINT Corp), Credit Agreement (SPRINT Corp)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its the Restricted Subsidiaries to, sell, lease or otherwise transfer Dispose of any property of its properties or assets to, or purchase, lease or otherwise acquire purchase any property or assets from, or otherwise engage in enter into any other transactions contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any of its or their Affiliates, except:including any Non-Recourse Subsidiary (each of the foregoing, an “Affiliate Transaction”), unless

Appears in 3 contracts

Samples: Credit Agreement (Ferrellgas Partners Finance Corp), Credit Agreement (Ferrellgas Finance Corp), Credit Agreement (Ferrellgas Partners Finance Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their Affiliates, except:

Appears in 3 contracts

Samples: Credit Agreement (Fox Factory Holding Corp), Credit Agreement (Fox Factory Holding Corp), Credit Agreement (Fox Factory Holding Corp)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Material Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their Affiliates, except:

Appears in 2 contracts

Samples: Intercreditor Agreement (Eldorado Gold Corp /Fi), Intercreditor Agreement (Eldorado Gold Corp /Fi)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, Affiliates (other than between or among the Borrower and its Restricted Subsidiaries and not involving any other Affiliate) except:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (LendingClub Corp), Credit and Guaranty Agreement (LendingClub Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) transfers on fair and reasonable terms, and (b) transactions between or among the Borrower and its wholly-owned Restricted Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: Assignment and Assumption (Pioneer Natural Resources Co), Pioneer Natural Resources Co

Transactions with Affiliates. The Neither Holdings nor the Borrower will notwill, and will not permit any of its Subsidiaries or other Credit Parties to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Florida Gaming Corp), Credit Agreement

Transactions with Affiliates. The No Borrower will notwill, and will not permit any of its respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, with any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Dynamic Materials Corp), Credit Agreement (Dynamic Materials Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm's-length basis from unrelated third parties.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Fulton Financial Corp), Credit Agreement (Ivc Industries Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, to sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Sauer Danfoss Inc), Credit Agreement (Sauer Danfoss Inc)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Consolidated Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept the following:

Appears in 2 contracts

Samples: Credit Agreement (Hearst Argyle Television Inc), Credit Agreement (Hearst Argyle Television Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm's-length basis from unrelated third parties and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Best Buy Co Inc), Day Credit Agreement (Best Buy Co Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets Property to, or purchase, lease or otherwise acquire any property or assets Property from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Project Financing Agreement (Constellation Brands, Inc.), Restatement Agreement (Constellation Brands, Inc.)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Subsidiary to, sell, lease lease, license, sublicense or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Loan Agreement (Supermedia Inc.), Loan Agreement (Dex Media, Inc.)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions respect thereto with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Sinclair Broadcast Group Inc), Credit Agreement (Sinclair Broadcast Group Inc)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) transactions at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: Credit Agreement (Bard C R Inc /Nj/), Credit Agreement (Bard C R Inc /Nj/)

Transactions with Affiliates. The Each Borrower will not, and will not permit any Loan Party or any of its their Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except in the ordinary course of business at prices and on terms and conditions not less favorable to such Person than could be obtained on an arm's-length basis from unrelated third parties.

Appears in 2 contracts

Samples: Credit Agreement (Conns Inc), Credit Agreement (Conns Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property Property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm's-length basis from unrelated third parties or (b) transactions between or among the Borrower and its wholly-owned Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: Credit Agreement (United Surgical Partners International Inc), Credit Agreement (United Surgical Partners International Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) transactions on fair and reasonable terms, and (b) transactions between or among the Borrower and its wholly-owned Restricted Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: Joinder Agreement (Pioneer Natural Resources Co), Credit Agreement (Pioneer Natural Resources Co)

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Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, make any payment to, or sell, lease lease, transfer or otherwise transfer dispose of any property of its properties or assets to, or purchase, lease or otherwise acquire purchase any property or assets from, or otherwise engage in enter into or make or amend any other transactions transaction, contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any Affiliate of its Affiliatesthe Borrower (each, exceptan “Affiliate Transaction”), unless:

Appears in 2 contracts

Samples: Loan Agreement (Westlake Chemical Corp), Westlake Chemical Corp

Transactions with Affiliates. The Except as expressly permitted by this Agreement, no Borrower will notwill, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any cash or other property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Sprint Nextel Corp), Credit Agreement (Sprint Nextel Corp)

Transactions with Affiliates. The Subject to Section 6.1(3), the Borrower will shall not, and will shall not permit any of its Subsidiaries other Obligor to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Pretium Resources Inc.), Credit Agreement (Pretium Resources Inc.)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 2 contracts

Samples: Credit Agreement (Newell Rubbermaid Inc), Credit Agreement (Newell Rubbermaid Inc)

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any holder of five (5%) or more of its Equity Securities or any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Ion Geophysical Corp), Credit Agreement (Ion Geophysical Corp)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries other Credit Party to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its their Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (SSR Mining Inc.), Royalty Agreement (SSR Mining Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions respect thereto with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Amc Entertainment Holdings, Inc.), Intercreditor Agreement (Amc Entertainment Holdings, Inc.)

Transactions with Affiliates. The Borrower Borrowers will not, and will not permit any of its their respective Subsidiaries to, sell, lease Dispose (including pursuant to a merger or otherwise transfer Division) of any property or assets to, or purchase, lease or otherwise acquire (including pursuant to a merger or Division) any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 2 contracts

Samples: Credit Agreement (Steven Madden, Ltd.), Credit Agreement (Steven Madden, Ltd.)

Transactions with Affiliates. The Borrower will not, and will not permit any Subsidiary to, make any payment to, or sell, lease, transfer or otherwise dispose of any of its Subsidiaries to, sell, lease or otherwise transfer any property properties or assets to, or purchase, lease or otherwise acquire purchase any property or assets from, or otherwise engage in enter into or make or amend any other transactions transaction, contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any Affiliate of its AffiliatesBorrower (other than Borrower or another Obligor) (each, exceptan “Affiliate Transaction”), unless:

Appears in 2 contracts

Samples: Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, to sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any holder of 10% or more of its equity securities or any of its Affiliates, except:

Appears in 2 contracts

Samples: Term Loan Agreement (Contango Oil & Gas Co), Term Loan Agreement (Contango Oil & Gas Co)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Restricted Subsidiaries to, sell, lease lease, transfer or otherwise transfer dispose of any property of its properties or assets to, or purchase, lease or otherwise acquire purchase any property or assets from, or otherwise engage in enter into or amend any other transactions contract, agreement, understanding, loan, advance or guarantee with, or for the benefit of, any Affiliate (each of its Affiliatesthe foregoing, exceptan "Affiliate Transaction"), unless:

Appears in 1 contract

Samples: Bridge Loan Agreement (NTL Inc /De/)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any holder of five percent (5%) or more of its Equity Interests or any of its Affiliates, except:

Appears in 1 contract

Samples: Bridge Loan Agreement (Ion Geophysical Corp)

Transactions with Affiliates. The Borrower shall not (and the Borrower shall ensure that each Group Company will not, and will not permit any of its Subsidiaries to, ) sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions transaction with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (Dover Downs Gaming & Entertainment Inc)

Transactions with Affiliates. The Except as expressly permitted by this Agreement, the Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept that:

Appears in 1 contract

Samples: Credit Agreement (Nl Industries Inc)

Transactions with Affiliates. The Except as expressly permitted by this Agreement, the Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or 91 otherwise transfer any cash or other property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (SPRINT Corp)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:: NAI-1513544810v111

Appears in 1 contract

Samples: Credit Agreement (Horizon Global Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries the Borrowing Base Loan Parties or any of their subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (American Realty Capital Global Trust II, Inc.)

Transactions with Affiliates. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, sell, lease lease, license or otherwise transfer any property or assets to, or purchase, lease lease, license or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept for the following:

Appears in 1 contract

Samples: Credit Agreement and Guaranty (Apyx Medical Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its their respective Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (Community Healthcare Trust Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) in the ordinary course of business on terms substantially as favorable to the Borrower or such Restricted Subsidiary as could be obtained on an arm’s-length basis from unrelated third parties (as

Appears in 1 contract

Samples: Credit Agreement (Integrated Device Technology Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any Non-Parent Surety or any of its Subsidiaries to, to sell, lease lease, transfer or otherwise transfer dispose of any property or assets of its Properties to, or purchase, lease or otherwise acquire purchase any property or assets from, or otherwise engage in enter into or make any other transactions contract, agreement, loan, advance or guarantee with, or for the benefit of, any Affiliate (each of its Affiliatesthe foregoing, exceptan “Affiliate Transaction”), unless:

Appears in 1 contract

Samples: Loan and Security Agreement (Colony Rih Holdings Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any holder of 10% or more of its equity securities or any of its Affiliates, except:

Appears in 1 contract

Samples: Term Loan Agreement (Contango Oil & Gas Co)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries the Loan Parties or any of their subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (American Realty Capital Global Trust, Inc.)

Transactions with Affiliates. The Holdings and the Borrower will shall not, and will shall not permit any of its their respective Subsidiaries to, directly or indirectly, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions transaction with, any of its Affiliates, except:

Appears in 1 contract

Samples: Term Loan Agreement (Root, Inc.)

Transactions with Affiliates. The Borrower will not, and ---------------------------- nor will not it permit any of its Consolidated Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept the following:

Appears in 1 contract

Samples: Credit Agreement (Hearst Argyle Television Inc)

Transactions with Affiliates. The Each of Holdings and the Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (CommerceHub, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, Affiliates except:

Appears in 1 contract

Samples: Loan and Security Agreement (Cottage Holdco B.V.)

Transactions with Affiliates. The Borrower will notshall not (and, and will if applicable, shall not permit any of its direct or indirect Subsidiaries to, ) sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property property, assets or assets services from, or otherwise engage in any other transactions with, any of its Affiliates, except:any

Appears in 1 contract

Samples: Loan Agreement (Sharps Compliance Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except (a) in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties, and (b) transactions between or among the Borrower and its Subsidiaries not involving any other Affiliate.

Appears in 1 contract

Samples: Credit Agreement (Best Buy Co Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept for the following:

Appears in 1 contract

Samples: Credit Agreement (Valassis Communications Inc)

Transactions with Affiliates. The Except as otherwise permitted hereunder, the Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Assignment and Assumption (Magellan Midstream Partners Lp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its the Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Three Year Credit Agreement (Sungard Data Systems Inc)

Transactions with Affiliates. The Borrower will not, and nor will not it permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, exceptexcept the following:

Appears in 1 contract

Samples: Year Credit Agreement (Hearst Argyle Television Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, Affiliates except:

Appears in 1 contract

Samples: Pledge and Security Agreement (Etsy Inc)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, directly or indirectly, pay any funds to or for the account of, make any Investment in, lease, sell, lease transfer or otherwise transfer dispose of any property assets, tangible or assets intangible, to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:or

Appears in 1 contract

Samples: Credit Agreement (Quaker State Corp)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other material transactions with, any of its Affiliates, except:

Appears in 1 contract

Samples: Credit Agreement (Tpi Composites, Inc)

Transactions with Affiliates. The Except as otherwise provided herein, the Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except in the ordinary course of business at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties,.

Appears in 1 contract

Samples: Credit Agreement (Actuate Corp)

Transactions with Affiliates. The Each of Holdings and the Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:: 128

Appears in 1 contract

Samples: Credit Agreement (PACS Group, Inc.)

Transactions with Affiliates. The Borrower will not, and will not permit any of its Subsidiaries Restricted Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except:except transactions of the type not prohibited under the Partnership Agreement.

Appears in 1 contract

Samples: Credit Agreement (Jefferies Capital Partners Iv Lp)

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