Section Transactions with Affiliates. The Borrower will not, and will not permit any Subsidiary to, directly or indirectly, pay any funds to or for the account of, make any investment in, lease, sell, transfer or otherwise dispose of any assets, tangible or intangible, to, or participate in, or effect, any transaction with, any Affiliate unless all such transactions between the Borrower and its Subsidiaries on the one hand and any Affiliate on the other, taken in the aggregate and not individually, shall be on an arms-length basis on terms no less favorable to the Borrower or such Subsidiary than could have been obtained from a third party who was not an Affiliate; provided that the foregoing provisions of this Section shall not prohibit the Borrower and each Subsidiary from (i) declaring or paying any lawful dividend so long as, after giving effect thereto, no Default shall have occurred and be continuing, (ii) issuing and maintaining letters of credit, guaranties and sureties as contingent obligations on behalf of Affiliates, or (iii) the payment of funds and making of capital contributions, loans and other transfers of money to Affiliates or to other Persons, including payments made under letters of credit, guarantees and sureties issued and maintained on behalf of Affiliates, provided that the aggregate amount for all such payments and transfers does not exceed $200,000,000 at any time outstanding.
Section Transactions with Affiliates. Such Credit Party shall ---------------------------- not directly or indirectly, enter into any transaction, including, without limitation, leases or other agreements for the purchase or use of any goods or services, with any Affiliate, except in the ordinary course of and pursuant to reasonable requirements of such Credit Party's business upon fair and reasonable terms no less favorable to such Credit Party than it would obtain in a comparable arm's length transaction with an unaffiliated Person; provided that -------- the foregoing shall not apply to the sale of any Equity Interests or to an employment agreement.
Section Transactions with Affiliates. The Borrower shall not, and shall not permit any of its Subsidiaries to, enter into any agreement with any Affiliate of the Borrower except (a) pursuant to any Contractual Obligation of the Borrower in existence on the Effective Date and set forth on SCHEDULE 3.19(B) and (b) transactions in the ordinary course of business which are on fair and reasonable terms not less favorable than the Borrower or such Subsidiary could obtain in an arm's-length transaction with a Person which is not an Affiliate.
Section Transactions with Affiliates. Effect any transaction with any Affiliate without the express prior written consent of the Agent, except (a) in the ordinary course of the Borrower's business and otherwise in compliance with all orders of the Court, and (b) loans to Affiliates of any of the Borrowers in the aggregate during the term hereof not to exceed $250,000 (excluding the existing loans to Affiliates set forth in Schedule 11.8 hereto as of the Effective Date); and in each case only to the extent such Affiliates is a Borrower.
Section Transactions with Affiliates. Neither EEX nor any Subsidiary Guarantor will enter into any material transaction, including, without limitation, any purchase, sale, lease or exchange of Property including the purchase or sale of oil and gas properties and hydrocarbons or the rendering of any service, with any Affiliate unless such transactions are in the ordinary course of its business and are upon fair and reasonable terms no less favorable to it than it would obtain in a comparable arm's length transaction with a Person not an Affiliate.
Section Transactions with Affiliates. Except for (a) the payment of salaries and bonuses in the ordinary course of business consistent with prudent business practices, (b) the furnishing of employment benefits in the ordinary course of business consistent with prudent business practices, and (c) the transactions permitted by Section 9.13, each of Borrower, Holdings and Wholesale will not, and will not permit any of its Subsidiaries to, enter into any transaction, including, without limitation, the purchase, sale or exchange of Property or the rendering of any service, with any Affiliate of such Loan Party or such Subsidiary except in the ordinary course of and pursuant to the reasonable requirements of such Loan Party's or such Subsidiary's business and upon fair and reasonable terms no less favorable to such Loan Party or such Subsidiary than would be obtained in a comparable arms-length transaction with a Person not an Affiliate of such Loan Party or such Subsidiary; provided, however, that transactions which are more favorable to Borrower, and transactions not involving Borrower which are more favorable to Holdings, than would be obtained in a comparable arms-length transaction with a
Section Transactions with Affiliates. Holdco covenants and agrees with Chocamerican that, for so long as this Agreement shall remain in effect, Holdco will not cause or permit the Company or any of its Subsidiaries to sell or transfer any property, assets or securities to, or purchase or acquire any property, assets or securities from, or otherwise engage in any other transactions with, any Affiliate of Holdco or its Subsidiaries ("Affiliate Transactions") except for Affiliate Transactions pursuant to the License Agreement entered into as of the date of this Agreement by the Company and The Mrs. Fields' Brand, Inc. or which are on terms that arx xxxxxxxxxd by the Company's disinterested directors to be no less favorable to the Company or the relevant Subsidiary than those that would have been obtained in a comparable transaction by the Company or such Subsidiary with an unrelated Person. For the purposes of this Section 7.13, "disinterested director" shall mean a director that is not an employee, officer, director or partner of the Company, Holdco or Capricorn or any of their affiliates (other than Chocamerican or any current or former stockholder of Chocamerican). Holdco covenants and agrees with Chocamerican that it will provide the Board of Directors within 90 days following the end of each calendar year a statement which sets forth a list of all Affiliate Transactions which occurred during the prior calendar year.
Section Transactions with Affiliates. Sell or transfer any property or assets to, or purchase or acquire any property or assets from, or otherwise engage in any other transaction with, any of its Affiliates (other than the Borrower, Holdings, and the Subsidiaries or any person that becomes a Subsidiary as a result of such transaction) in a transaction (or series of related transactions) involving aggregate consideration in excess of $20,000,000, unless such transaction is (i) otherwise permitted (or required) under this Agreement or (ii) upon terms that are substantially no less favorable to the Borrower or such Subsidiary, as applicable, than would be obtained in a comparable arm’s-length transaction with a person that is not an Affiliate, as determined by the Board of Directors of the Borrower or such Subsidiary in good faith.
Section Transactions with Affiliates. No Borrower will, nor will it permit any of its Subsidiaries to, directly or indirectly, pay any funds to or for the account of, make any investment (whether by acquisition of stock or indebtedness, by loan, advance, transfer of property, guarantee or other agreement to pay, purchase or service, directly or indirectly, any Debt, or otherwise) in, lease, sell, transfer or otherwise dispose of any assets, tangible or intangible, to, or participate in, or effect, any transaction with, any Affiliate except: (i) transactions on an arm's-length basis on terms at least as favorable to such Borrower or such Subsidiary as could have been obtained from a third party who was not an Affiliate, (ii) marketing services provided by IMC Global Operations Inc. to Agrico, (iii) employee leasing services agreements between IMC Global Operations Inc. and Agrico, (iv) transactions between Agrico and the IMC Kalium business unit of the Company, (v) loans from the Company or a Subsidiary to the Company or a Subsidiary, (vi) the declaration and payment of any lawful dividend and (vii) transactions between Vigoro Partnership, a Delaware general partnership, and the IMC AgriBusiness business unit of the Company.
Section Transactions with Affiliates. So long as any portion of the Note is outstanding, the Company shall not, and shall cause each of its subsidiaries not to, enter into, amend, modify or supplement, or permit any subsidiary to enter into, amend, modify or supplement any agreement, transaction, commitment, or arrangement with any of its or any subsidiary’s officers, directors, person who were officers or directors at any time during the previous two (2) years, stockholders who beneficially own five percent (5%) or more of the Common Stock, or Affiliates (as defined below) or with any individual related by blood, marriage, or adoption to any such individual or with any entity in which any such entity or individual owns a five percent (5%) or more beneficial interest (each a “Related Party”), except for (a) customary employment arrangements and benefit programs on reasonable terms, (b) any investment in an Affiliate of the Company, (c) any agreement, transaction, commitment, or arrangement on an arms-length basis on terms no less favorable than terms which would have been obtainable from a person other than such Related Party, (d) any agreement transaction, commitment, or arrangement which is approved by a majority of the disinterested directors of the Company, for purposes hereof, any director who is also an officer of the Company or any subsidiary of the Company shall not be a disinterested director with respect to any such agreement, transaction, commitment, or arrangement. “
