Common use of Transactions with Affiliates Clause in Contracts

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Restricted Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary (other than any Allied Unrestricted Subsidiary, any Securitization Subsidiary or any Republic Insurance Entity) to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than another Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and wholly-owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, indirectly enter into or permit to exist exist, or permit any Subsidiary to directly or indirectly enter into or permit to exist, any material transaction of any kind with any Affiliate of Borrower or any Subsidiary except for transactions that are in the ordinary course of Borrower’s or such Subsidiary on Subsidiary’s business, upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, Subsidiary than those that might would be obtained in an arm’s length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiarynon-affiliated Person.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Restricted Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or such Subsidiary on a Restricted Subsidiary), other than upon fair and reasonable terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might could reasonably be obtained in an arm’s arms-length transaction from with a Person who that is not an Affiliate of Borrower or such Subsidiaryin accordance with prevailing industry customs and practices.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Restricted Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower the Borrower) unless such transactions are otherwise permitted under this Agreement or such Subsidiary on are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall will not enter into, and shall will not permit any Subsidiary toto enter into, directly any transaction, including, without limitation, the purchase, sale, or indirectly, enter into exchange of property or permit to exist any transaction the rendering of any kind service, with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to the Borrower or such Subsidiary, as except in the case may be, ordinary course of and pursuant to the reasonable requirements of the Borrower's or such Subsidiary's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary than those that might would be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Restricted Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or (other than the Guarantors) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall will not enter into, or permit to exist, and shall will not permit any Subsidiary to, directly or indirectly, to enter into or permit to exist exist, any transaction of transaction, arrangement or contract (including any kind lease or other rental agreement) with any Affiliate of Borrower or such Subsidiary its Affiliates which is on terms that which are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction are obtainable from a any Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or such a Subsidiary on of the Borrower), except upon terms that are no less favorable to Borrower the Borrower, or such Subsidiary, as the case may be, than those that might would be reasonably expected to be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any kind property or the rendering of any service) with any Affiliate of Borrower or such Subsidiary the Borrower, on terms that are less favorable to the Borrower or such that Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction at the time from a Person who is not such an Affiliate of Borrower or such Subsidiary.Affiliate; provided that the foregoing restriction will not apply to:

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, without limitation, the purchase or sale of any kind with property or service) with, or make any Affiliate payment or transfer to, any of its Affiliates (other than the Borrower or any Subsidiary) except in the ordinary course of business and upon terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to than the Borrower or such Subsidiary, as the case may be, than those that might be obtained Subsidiary could obtain in an arm’s a comparable arms-length transaction from a Person who is not an Affiliate of Borrower or such Subsidiarytransaction.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any kind property or the rendering of any service) with any Affiliate of Borrower or such Subsidiary the Borrower, on terms that are less favorable to the Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction at the time from a Person who is not such an Affiliate of Borrower or such Subsidiary.Affiliate; provided that the foregoing restriction will not apply to:

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary (other than any Allied Unrestricted Subsidiary, any Securitization Subsidiary or any Republic Insurance Entity) to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than a Loan Party), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not and not, nor shall not the Borrower permit any Restricted Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower its Affiliates, whether or such Subsidiary on terms that are less favorable to Borrower or such Subsidiarynot in the ordinary course of business, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.other than:

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, indirectly enter into any material transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property, the rendering of any kind service or the payment of any management, advisory or similar fees, with (a) any officer, director, holder of any Capital Stock in, or other Affiliate of, the Borrower or any of its Subsidiaries, or (b) any Affiliate of Borrower any such officer, director or such Subsidiary on terms that are less favorable to Borrower or such Subsidiaryholder, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.other than:

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Restricted Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary; provided, however, that the foregoing shall not apply to any transactions expressly permitted by this Agreement.

Transactions with Affiliates. The Borrower shall will not and shall will not permit any Subsidiary to, to enter into directly or indirectlyindirectly any material transaction or material group of related transactions (including without limitation the purchase, enter into lease, sale or permit to exist any transaction exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Borrower), except in the ordinary course and pursuant to the reasonable requirements of the Borrower’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained obtainable in an arm’s a comparable arm’s-length transaction from with a Person who that is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or a Subsidiary or an entity that becomes a Subsidiary as a result of such transaction), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might could be obtained in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.and except for the following:

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction or series of any kind transactions, whether or not in the ordinary course of business, with any officer, director, shareholder or Affiliate of Borrower or such Subsidiary other than on terms that are less and conditions substantially as favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained obtainable in an arm’s a comparable arm's-length transaction from with a Person who is not other than an Affiliate of Borrower officer, director, shareholder or such SubsidiaryAffiliate.

Transactions with Affiliates. No Borrower shall not and shall not will, nor will any Borrower permit any Subsidiary to, directly or indirectly, enter into any lease or permit to exist any other transaction of any kind with any Affiliate of such Borrower or such Subsidiary (other than any other Borrower) on terms that are less favorable to such Borrower or such Subsidiary, as the case may be, Subsidiary than those that might which could reasonably be obtained in an arm’s length transaction at the time from a Person who is not an Affiliate of Borrower or such Subsidiarynon-Affiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, without limitation, the purchase or sale of any kind with property or service) with, or make any Affiliate payment or transfer to, any of its Affiliates (other than the Borrower or any Subsidiary) except upon terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to than the Borrower or such Subsidiary, as the case may be, than those that might be obtained Subsidiary could obtain in an arm’s a comparable arms-length transaction from a Person who is not an Affiliate of Borrower or such Subsidiarytransaction.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Restricted Subsidiary to, directly or indirectly, to enter into or permit to exist any transaction of any kind transactions with any Affiliate of Borrower or such Subsidiary Affiliates on terms that are materially less favorable favourable to the Borrower or such Subsidiary, as the case may be, and any Restricted Subsidiary than those that might would be obtained found in comparable transactions with an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiaryunrelated Person.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on the Borrower, except upon fair and reasonable terms that are no less favorable to Borrower than the Borrower, or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction or series of any kind transactions, whether or not in the ordinary course of business, with any officer, director, shareholder or Affiliate of Borrower or such Subsidiary Person other than on terms that are less and conditions substantially as favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained obtainable in an arm’s a comparable arm's-length transaction from with a Person who is not other than an Affiliate of Borrower officer, director, shareholder or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or such Subsidiary on terms (other than the Guarantors) other than transactions are otherwise permitted under this Agreement that are on fair and reasonable terms no less favorable to Borrower or such Subsidiary, as the case may be, Person than those that might be obtained such Person would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of its Affiliates, except upon fair and reasonable terms no less favorable than the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any cause each Subsidiary to, directly or indirectlyto not, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower, except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to than it would obtain in a comparable arm’s-length transaction with a Person not an Affiliate of the Borrower or such Subsidiary; provided, as however, that the case Borrower and any of its Subsidiaries may be, than those enter into Treasury Management Contracts with Affiliates of the Borrower under terms that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of the Borrower or such Subsidiarydeems reasonable under the circumstances.

Transactions with Affiliates. The Borrower shall not not, and shall not suffer or permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower, except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or (other than the Subsidiary Guarantors) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Except as set forth on Schedule 7.22, Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind involving payments or consideration in excess of $10,000 with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. Except for intercompany Indebtedness otherwise permitted hereunder, the Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower, except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained obtainable in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, but not limited to, the sale or exchange of property or the rendering of any kind service) with any Affiliate of its Affiliates, other than in the ordinary course of business of Borrower or such any Subsidiary on and upon the same or similar terms that are less favorable to as Borrower or such Subsidiary, as the case may be, than those that might be obtained any Subsidiary could obtain in an arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such any Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly enter into, or indirectlycause, enter into suffer or permit to exist any transaction of any kind transaction, arrangement or contract with any Affiliate of Borrower or such Subsidiary its Affiliates (except for Guarantors and Wholly-Owned Subsidiaries) which is on terms that which are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in not on an arm’s arm's-length transaction from a Person who is not an Affiliate of Borrower or such Subsidiarybasis.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Restricted Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower the Borrower, except upon fair and reasonable terms no less favorable than the Borrower, or such Subsidiary on terms that are less favorable to Borrower or such Restricted Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon terms that are less substantially as favorable to Borrower or such Subsidiary, it as the case may be, than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiary.Affiliate; provided that the foregoing shall not apply to:

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.Subsidiary except:

Transactions with Affiliates. Borrower shall not The Borrowers will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit become party to exist any material transaction of any kind or arrangement with any Affiliate (including, without limitation, the purchase from, sale to or exchange of Borrower property with, or the rendering of any service by or for, any Affiliate), except pursuant to the reasonable requirements of such Subsidiary on Borrower’s or Subsidiary’s business and upon terms that which are less favorable to Borrower or fair and reasonable and in the best interests of such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will ---------------------------- not permit any Significant Subsidiary to, directly enter into, or indirectlycause, enter into suffer or permit to exist any transaction of any kind transaction, arrangement or contract with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to its Affiliates (except for Significant Subsidiaries) which would not be entered into by a prudent Person in the position of the Borrower or such Subsidiary, as the case may be, than those that might be obtained in or which is on terms which are not on an arm’s arms-length transaction from a Person who is not an Affiliate of Borrower or such Subsidiarybasis.

Transactions with Affiliates. Except as described on Schedule 7.22, Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. Borrower shall will not enter into, and shall will not permit any Subsidiary toto enter into, directly any transaction, including, without limitation, the purchase, sale, or indirectly, enter into exchange of property or permit to exist any transaction the rendering of any kind service, with any Affiliate of Borrower or such Subsidiary on Subsidiary, except in the ordinary course of and pursuant to the reasonable requirements of Borrower's or such Subsidiary's business and upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, Subsidiary than those that might would be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or (other than the Loan Parties) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Borrower, the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower Borrower, whether or such Subsidiary not in the ordinary course of business, other than on fair and reasonable terms that are less substantially as favorable to Borrower or such Subsidiary, Subsidiary as the case may be, than those that might would be obtained in an arm’s length transaction from a Person who is not an Affiliate of obtainable by Borrower or such SubsidiarySubsidiary at the time in a comparable arm’s-length transaction with a Person other than an Affiliate.

Transactions with Affiliates. Borrower shall will not enter into, and shall will not permit any Subsidiary toto enter into, directly any transaction, including, without limitation, the purchase, sale, or indirectly, enter into exchange of property or permit to exist any transaction the rendering of any kind service, with any Affiliate of Borrower Borrower, except in the ordinary course of and pursuant to the reasonable requirements of Borrower's or such Subsidiary on Subsidiary's business and upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as Subsidiary than is customary in the case may be, than those that might be obtained business in an arm’s length transaction from a Person who which Borrower is not an Affiliate of Borrower or such Subsidiaryengaged.

Transactions with Affiliates. (a) The Borrower shall will not and shall will not permit any Restricted Subsidiary to, to enter into directly or indirectlyindirectly any Material transaction or Material group of related transactions (including without limitation the purchase, enter into lease, sale or permit to exist any transaction exchange of properties of any kind or the rendering of any service) with any Affiliate of (other than the Borrower or such Subsidiary on terms that are less favorable to Borrower or such a Restricted Subsidiary) (an “Affiliate Transaction”), as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.unless:

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might could be obtained in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.and except for the following:

Transactions with Affiliates. The Borrower shall not not, and shall not suffer or permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary (other than transactions constituting a Permitted Investment, Permitted Indebtedness, a Permitted Transfer or a transaction permitted by Sections 7.7 or 7.9) on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. No Borrower shall not and shall not enter into, or permit any Subsidiary toto enter into, any transaction directly or indirectly, enter into indirectly with or permit to exist any transaction of any kind with for any Affiliate of a Borrower (other than another Borrower or such Subsidiary any Subsidiary) except (a) on terms that are less a basis no more favorable to Borrower or such Subsidiary, as the case may be, Affiliate than those that might would be obtained in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or (b) any transaction involving assets that are not material to the business and operations of the Borrowers or the Subsidiaries involved in such Subsidiarytransaction.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on the Borrower, except upon fair and reasonable terms that are no less favorable to Borrower than the Borrower, or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiarythe Borrower.

Transactions with Affiliates. Borrower shall not The Borrowers will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including without limitation, the purchase, sale, lease or permit to exist any transaction exchange of any kind Property, or the rendering of any service, with any Affiliate of the Borrower except in the ordinary course of and pursuant to the reasonable requirements of the Borrower's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiarythe Borrower.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiarythe Borrower) (each, as the case may bean “Affiliate Transaction”), than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.unless

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Significant Subsidiary to, directly enter into, or indirectlycause, enter into suffer or permit to exist any transaction of any kind transaction, arrangement or contract with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to its Affiliates (except for Significant Subsidiaries) which would not be entered into by a prudent Person in the position of the Borrower or such Subsidiary, as the case may be, than those that might be obtained in or which is on terms which are not on an arm’s arms-length transaction from a Person who is not an Affiliate of Borrower or such Subsidiarybasis.

Transactions with Affiliates. The Borrower shall not not, and shall cause each Subsidiary to not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower, except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained it would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary (other than transactions among Borrowers permitted under this Agreement) on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower (other than the Borrower or a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or the Borrower) unless such Subsidiary on transactions are otherwise permitted under this Agreement and are upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, it than those that might be obtained it would obtain in an a comparable arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiary.Affiliate. Section 9.15

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectlybecome a party to any transaction with an Affiliate, enter into or permit any Subsidiary so to exist any transaction of any kind with any Affiliate of do, unless the Borrower's or such Subsidiary's Managing Person shall have determined that the terms and conditions relating thereto are as favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as those which would be obtainable at the case may be, than those that might be obtained time in an arm’s a comparable arms-length transaction from with a Person who is not other than an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, but not limited to, the sale or exchange of Property or the rendering of any kind service) with any Affiliate Affiliate, other than in the ordinary course of Borrower its business and upon substantially the same or such Subsidiary on better terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained it could obtain in an arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower agrees that it shall not enter into and shall not permit any Subsidiary to, directly or indirectly, to enter into or permit to exist any transaction of with or make any kind with payment or transfer to any Affiliate of Borrower or such Subsidiary on Borrower, except in the ordinary course of business and upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, Person than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryBorrower.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as (other than the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.Loan Parties) unless

Transactions with Affiliates. The Borrower shall not not, and shall not suffer or permit any Material Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate (other than the Borrower or a wholly-owned Subsidiary) of the Borrower, except transactions (a) entered into in good faith and (b) at prices and on terms and conditions not less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might could be obtained in on an arm’s arm’s-length transaction basis from a Person who is not an Affiliate of Borrower or such Subsidiaryunrelated third parties.

Transactions with Affiliates. Borrower shall not not, and shall not suffer or permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on Borrower, except upon fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, Subsidiary than those that might be obtained would obtain in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into any transaction, with any Affiliate, or permit any Subsidiary to exist enter into any transaction transaction, except in the ordinary course of any kind with any Affiliate and pursuant to the reasonable requirements of the Borrower's or such Subsidiary's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not and not, nor shall not it permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate except in the ordinary course of Borrower Borrower's or such Subsidiary Subsidiary's business and on fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, Subsidiary than those that might be obtained would obtain in an a comparable arm’s 's length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Borrower shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary; provided that no such restriction shall apply where the value of any transaction with any Affiliate of Borrower is less than Five Hundred Thousand Dollars ($500,000).

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction or series of any kind transactions with any Affiliate of other than on terms and conditions substantially as favorable to the Borrower or such Subsidiary on terms that are less favorable to as would be obtainable by the Borrower or such Subsidiary, as Subsidiary at the case may be, than those that might be obtained time in an arm’s a comparable arm's-length transaction from with a Person who is not other than an Affiliate of Borrower or such Subsidiary.Affiliate; provided, however, that:

Transactions with Affiliates. Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, Subsidiary than those that might be obtained in an arm’s arm's-length transaction at the time from a Person Persons who is are not an Affiliate of Borrower or such Subsidiary.Affiliate, except as permitted under Sections 6.3 and 6.8 and as follows:

Transactions with Affiliates. No Borrower shall, nor shall not and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of a Borrower or such Subsidiary on terms that are less favorable to the applicable Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of such Borrower or such Subsidiary.

Transactions with Affiliates. No Borrower shall not will, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, but not limited to, the sale or exchange of property or the rendering of any kind service) with any Affiliate Affiliate, other than in the ordinary course of Borrower its business and upon substantially the same or such Subsidiary on better terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained it could obtain in an arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not and not, nor shall not it permit any Subsidiary of its subsidiaries to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate affiliate of the Borrower or such Subsidiary on terms that are materially less favorable to the Borrower or such Subsidiarysubsidiary, as the case may be, than those that might be obtained in an arm’s length transaction at the time from a Person person who is not such an Affiliate of Borrower or such Subsidiary.affiliate; provided that the foregoing restriction shall not apply to:

Transactions with Affiliates. The Borrower shall not and shall not permit any Subsidiary toSubsidiary, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of its Affiliates or with any director, officer or employee of the Borrower or such Subsidiary on other than transactions in the ordinary course of, and pursuant to the reasonable requirements of, the business of the Borrower or such Subsidiary and upon fair and reasonable terms that and are no less favorable to the Borrower or such Subsidiary, as the case may be, Subsidiary than those that might would be obtained in an a comparable arm’s length transaction from with a Person who that is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall will not, and will not and shall not cause or permit any Restricted Subsidiary to, directly or indirectly, enter into any material transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of property or the rendering of any kind service with any Affiliate of the Borrower or such Subsidiary on terms (other than a Restricted Subsidiary), other than arm’s-length transactions with Affiliates that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiaryotherwise permitted hereunder.

Transactions with Affiliates. No Borrower shall not and or shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of any Borrower or such Subsidiary on terms that are less favorable to Borrower Borrowers or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of a Borrower or such Subsidiary.

Transactions with Affiliates. No Borrower shall not and shall not will, nor will any Borrower permit any Subsidiary to, directly or indirectly, enter into any lease or permit to exist any other transaction of any kind with any Affiliate of such Borrower or such Subsidiary (other than and excluding any transaction between such Borrower and any other Borrower) on terms that are less favorable to such Borrower or such Subsidiary, as the case may be, Subsidiary than those that might which could reasonably be obtained in an arm’s length transaction at the time from a Person who is not an Affiliate of Borrower or such Subsidiarynon-Affiliate.

Transactions with Affiliates. The Borrower shall not and shall not permit any enter, or cause or allow a Relevant Subsidiary to, directly or indirectly, enter into or permit to exist hold any transaction with an affiliate of any kind with any Affiliate of Borrower or such Subsidiary on the Borrower, unless the same be held in fair and reasonable terms that are no less favorable to Borrower or such Subsidiary, as the case may be, than those that might Subsidiary of which can be obtained in an arm’s length a independent market transaction from with a Person who is not person other than an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. Borrower The BorrowerCompany shall not not, and shall not permit any Subsidiary (other than any Allied Unrestricted Subsidiary, any Securitization Subsidiary or any Republic Insurance Entity) to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower the BorrowerCompany (other than another Subsidiary), except upon fair and reasonable terms no less favorable to the BorrowerCompany or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower the BorrowerCompany or such Subsidiary.

Transactions with Affiliates. Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including, but not limited to, the sale or exchange of property or the rendering of any kind service) with any Affiliate Affiliate, other than in the ordinary course of Borrower its business and upon substantially the same or such Subsidiary on better terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained it could obtain in an arm’s length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any material transaction of any kind with any Affiliate of the Borrower (other than a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained it would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiarythe Borrower.

Transactions with Affiliates. The Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any material transaction of any kind with any Affiliate of the Borrower (other than a Subsidiary), except upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of Borrower or such Subsidiarythe Borrower.

Transactions with Affiliates. The Borrower shall not and not, nor shall not it permit any Subsidiary to, directly or indirectly, indirectly enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower, whether or not in the ordinary course of business, other than on fair and reasonable terms substantially as favorable to the Borrower or such Subsidiary on terms that are less favorable to as would be obtainable by the Borrower or such Subsidiary, as Subsidiary at the case may be, than those that might be obtained time in an a comparable arm’s length transaction from with a Person who is not other than an Affiliate of Borrower or such Subsidiary.Affiliate, except for

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will it permit any Subsidiary to, directly or indirectly, enter into any transaction, with any Affiliate, or permit any Subsidiary to exist enter, into any transaction transaction, except in the ordinary course of any kind with any Affiliate and pursuant to the reasonable requirements of the Borrower's or such Subsidiary's business and upon fair and reasonable terms no less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate of Borrower or such SubsidiaryAffiliate.

Transactions with Affiliates. Except as otherwise described on Schedule 7.23, Borrower shall not not, and shall not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind transaction, arrangement or contract with any Affiliate of its Affiliates (other than the Borrower or such Subsidiary and its Subsidiaries) which is on terms that which are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction are obtainable from a Person who which is not an Affiliate one of Borrower or such Subsidiaryits Affiliates.

Transactions with Affiliates. Borrower shall not Borrowers will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including the furnishing of any kind goods or services) with any Affiliate of an Affiliate, except on terms and conditions no less favorable to the applicable Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained in an arm’s a comparable arm's-length transaction from with a Person who is not an Affiliate Affiliate, except for benefit and compensation plans and arrangements approved by a majority of the disinterested members of the Board of Directors of U.S. Borrower or such any Subsidiary.

Transactions with Affiliates. Borrower shall not Borrowers will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction (including the furnishing of any kind goods or services) with any Affiliate of an Affiliate, except on terms and conditions no less favorable to the applicable Borrower or such Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might would be obtained in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate 112 Affiliate, except for benefit and compensation plans and arrangements approved by a majority of the disinterested members of the Board of Directors of U.S. Borrower or such any Subsidiary.

Transactions with Affiliates. Borrower shall will not enter into, or permit to exist, and shall will not permit any Subsidiary to, directly or indirectly, to enter into or permit to exist exist, any transaction of transaction, arrangement or contract (including any kind lease or other rental agreement) with any Affiliate of Borrower or such Subsidiary its Affiliates which is on terms that which are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction are obtainable from a any Person who is not an Affiliate of Borrower or such Subsidiary. ARTICLE IX.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into or permit be a party to exist any contract, agreement, transaction of any kind or arrangement with any Affiliate of its Affiliates (other than the Borrower or any of its Subsidiaries), on terms and conditions which are less favorable to the Borrower or such Subsidiary on terms that are less favorable to Borrower than would be usual and customary in similar contracts, agreements, transactions or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is arrangements between Persons not an Affiliate of Borrower or such Subsidiaryaffiliated with each other.

Transactions with Affiliates. The Borrower shall not and shall not enter into, or permit any Subsidiary toto enter into, directly or indirectly, enter into or permit to exist any material transaction of any kind with any Affiliate of its Affiliates, other than transactions in the ordinary course of business and upon fair and reasonable terms not materially less favorable than Borrower or such Subsidiary on terms that are less favorable could obtain or could become entitled to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s arm’s-length transaction from with a Person who is that was not an Affiliate its Affiliate, all in compliance with all rules and regulations of Borrower or such Subsidiaryany Governmental Authority.

Transactions with Affiliates. The Borrower shall not and shall not will not, nor will permit any Subsidiary to, directly or indirectly, enter into or permit to exist any transaction of any kind with any Affiliate of the Borrower or such Subsidiary on other than another Subsidiary, except upon fair and reasonable terms that are no less favorable to Borrower than the Borrower, or such Subsidiary, as the case may be, than those that might be obtained would obtain in an arm’s a comparable arm’s-length transaction from with a Person who is not an Affiliate of the Borrower or such Subsidiary.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, including, without limitation, any purchase, sale, lease or permit to exist any transaction exchange of Property or the rendering of any kind service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of Borrower or such Subsidiary the Borrower) which is on terms that which are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction are obtainable from a any Person who which is not an Affiliate one of Borrower or such Subsidiaryits Affiliates.

Transactions with Affiliates. The Borrower shall not will not, and shall will not permit any Subsidiary to, directly or indirectly, enter into any transaction, whether or permit to exist any transaction not in the ordinary course of any kind business, with any Affiliate of Borrower or such Subsidiary other than on terms that are less and conditions at least as favorable to Borrower the Borrower, or such the affected Subsidiary, as the case may be, than those that might would be obtained in through an arm’s arms' length transaction from a Person who is not negotiation with an Affiliate of Borrower or such Subsidiaryunaffiliated third party.

Transactions with Affiliates. Neither the Borrower shall not and shall not permit nor any Restricted Subsidiary towill, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any kind property or the rendering of any service) with any Affiliate of the Borrower or such Restricted Subsidiary on terms that are less favorable to Borrower or such Subsidiary, as the case may be, than those that might be obtained in an arm’s length transaction from a Person who is not an Affiliate of Borrower or such Subsidiary.favorable