No Affiliate Transactions. The Credit Parties shall not and shall not permit any Restricted Subsidiary to enter into any transaction with, including, without limitation, the purchase, sale or exchange of property or the rendering of any service or the payment of any management, advisory or similar fees to any Subsidiary or Affiliate of any Credit Party (other than with one or more of the Credit Parties and/or the OpCo Obligors) except (a) in the ordinary course of such Credit Party’s or Restricted Subsidiaries’ business and upon fair and reasonable terms no less favorable to such Credit Party or Restricted Subsidiary than could be obtained in a comparable arm’s-length transaction with an unaffiliated Person, (b) as permitted under Section 8.5 or as set forth on Schedule 5.26, (c) Guarantees of any Joint Venture permitted under the OpCo Credit Agreement, (d) employment and severance arrangements (including equity incentive plans and employee benefit plans and arrangements) with their respective officers and employees in the ordinary course of business, (e) payment of customary fees and reasonable out of pocket costs to, and indemnities for the benefit of, directors, officers and employees of the Credit Parties and their Subsidiaries in the ordinary course of business to the extent attributable to the ownership or operation of the Credit Parties and their Restricted Subsidiaries, (f) the payment of fees and expenses with respect to the consummation of this Credit Agreement and any amendment or modification to the OpCo Credit Agreement, (g) transactions with any Joint Venture which, when considered together with all other transactions between such Credit Party or Restricted Subsidiary, on the one hand, and the applicable Joint Venture, on the other hand, are upon fair and reasonable terms no less favorable to such Credit Party or Restricted Subsidiary than could be obtained in a comparable arm’s-length transaction with an unaffiliated Person, (h) transactions approved by the conflicts committee of the Board of Directors of Holdings as being fair to the applicable Credit Party or Restricted Subsidiary, (i) transactions that do not require or result in the Credit Parties’ making payments, transferring assets, or incurring liabilities (including, without limitation, contingent liabilities) in an amount in excess of $500,000 per transaction per fiscal year and (j) transactions required or permitted under the Omnibus Agreement so long as payments pursuant thereto do not to exceed $15,000,00...
No Affiliate Transactions. 90 9.9 No Prohibited Transactions Under ERISA.......................... 91 9.10
No Affiliate Transactions. Enter into any transaction with, including, without limitation, the purchase, sale or exchange of property or the rendering of any service to any Subsidiary or Affiliate of CBI except (a) in the ordinary course of and pursuant to the reasonable requirements of CBI’s business and upon fair and reasonable terms no less favorable to CBI than could be obtained in a comparable arm’s-length transaction with an unaffiliated Person, (b) as permitted under Section 9.6 or as described on Schedule 6.31 and (c) transactions (other than transfers of Accounts, Proprietary Rights and general intangibles) among and between Secured Credit Parties.
No Affiliate Transactions. Enter into any transaction with, including, without limitation, the purchase, sale or exchange of property or the rendering of any service to any Subsidiary or Affiliate of the Borrower except (a) 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 than could be obtained in a comparable arm's-length transaction with an unaffiliated Person, (b) as permitted under Section 9.6 or as described on Schedule 6.31 and (c) ----------- ------------- transactions (other than transfers of Accounts, Proprietary Rights and general intangibles) among and between Secured Credit Parties.
No Affiliate Transactions. No Credit Party shall, or shall permit any of its Subsidiaries to, directly or indirectly, enter into any transaction with, including the purchase, sale or exchange of property or the rendering of any service to any Affiliate of any Credit Party or any Subsidiary of any Credit Party and whether or not such transaction would otherwise be permitted under any of the other provisions of the Credit Documents, except in the ordinary course of and pursuant to the reasonable requirements of such Person’s business and upon fair and reasonable terms no less favorable to such Person than could be obtained in a comparable arms-length transaction with an unaffiliated Person.
No Affiliate Transactions. SECTION X. STANDARD OF CARE...
No Affiliate Transactions. No transaction has occurred between or among the Company and any of its officers or directors or any affiliate or affiliates of any such officer or director that is required to be described in and is not described in the Registration Statement and the Prospectus.
No Affiliate Transactions. Except for and in connection with the Merger, Napo shall not enter into any transaction except on an arm’s length basis, including any transaction (including any purchase, sale, lease or exchange of property, the rendering of any service or the payment of any consulting, advisory or similar fees) with Jaguar and/or any officer, employee, board member or Affiliate of Napo, Merger Sub or Jaguar, or modify or amend the terms of any such agreements.
No Affiliate Transactions. Enter into any transaction with, including, without limitation, the purchase, sale or exchange of property or the rendering of any service to any Subsidiary or Affiliate of any Borrower except (a) in the ordinary course of and pursuant to the reasonable requirements of such Borrower's business and upon fair and reasonable terms no less favorable to such Borrower than could be obtained in a comparable arm's-length transaction with an unaffiliated Person, (b) transactions listed on Schedule 6.29 and (c) as permitted under Section 9.6.
No Affiliate Transactions. (a) Except as disclosed on Schedule 4.21(a), (i) none of Sellers or officer, director or Affiliate of Sellers provides or causes to be provided any assets, services or facilities used or held for use in connection with the Sold Business, and (ii) the Sold Business does not provide or cause to be provided any assets, services or facilities to any such Seller or any officer, director or Affiliate of such Seller.
(b) Except as disclosed on Schedule 4.21(b), each of the transactions listed on Schedule 4.21(a) is engaged on an arm’s-length basis.
