Common use of Transactions with Affiliates and Officers Clause in Contracts

Transactions with Affiliates and Officers. (a) Except for (i) any consulting agreements or employment agreements to which Borrower is a party and which were in effect as of August 9, 1994, as amended November 14, 2001, and (ii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower and Borrower’s Subsidiaries, enter into any transaction, including without limitation the purchase, sale or exchange of property or the rendering of any services, with any Affiliate or any officer or director thereof, or enter into, assume or suffer to exist any employment or consulting contract with any Affiliate or an officer or director thereof, except any transaction or contract which is in the ordinary course of Borrower’s or any of Borrower’s Subsidiaries’ business and which is upon fair and reasonable terms no less favorable to Borrower or Borrower’s Subsidiaries than it would obtain in a comparable arm’s length transaction with a Person not an Affiliate; (b) make any advance or loan to any Affiliate or any director or officer thereof or of Borrower or any Subsidiary of Borrower or to any trust of which any of the foregoing is a beneficiary, or to any Person on the guarantee of any of the foregoing, except as expressly permitted by subsection 7.6(c) hereof; or (c) pay any fees or expenses to, or reimburse or assume any obligation for the reimbursement of any expenses incurred by, any Affiliate or any officer or director thereof, except as may be permitted in accordance with clauses (a) and (b) of this subsection 7.7.

Appears in 3 contracts

Samples: Credit Agreement (M I Homes Inc), Credit Agreement (M I Homes Inc), Credit Agreement (M I Homes Inc)

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Transactions with Affiliates and Officers. (a) Except for (i) any consulting agreements or employment agreements to which Borrower is a party and which were in effect as of August 9March 1, 1994, as amended November 14, 2001, 1994 and (ii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower and Borrower’s 's Subsidiaries, enter into any transaction, including without limitation the purchase, sale or exchange of property or the rendering of any services, with any Affiliate or any officer or director thereof, or enter into, assume or suffer to exist any employment or consulting contract with any Affiliate or an officer or director thereof, except any transaction or contract which is in the ordinary course of Borrower’s 's or any of Borrower’s 's Subsidiaries' business and which is upon fair and reasonable terms no less favorable to Borrower or Borrower’s 's Subsidiaries than it would obtain in a comparable arm’s 's length transaction with a Person not an Affiliate; (b) make any advance or loan to any Affiliate or any director or officer thereof or of Borrower or any Subsidiary of Borrower or to any trust of which any of the foregoing is a beneficiary, or to any Person on the guarantee of any of the foregoing, except as expressly permitted by subsection 7.6(c7.9(c) hereof; or (c) pay any fees or expenses to, or reimburse or assume any obligation for the reimbursement of any expenses incurred by, any Affiliate or any officer or director thereof, except as may be permitted in accordance with clauses (a) and (b) of this subsection 7.77.11.

Appears in 2 contracts

Samples: Fifth Restated Revolving Credit Loan, Swingline Loan and Standby Letter of Credit Agreement (M I Schottenstein Homes Inc), Revolving Credit Loan Agreement (M I Schottenstein Homes Inc)

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Transactions with Affiliates and Officers. (a) Except for (i) any consulting agreements or employment agreements to which Borrower is a party and which were in effect as of August 9, 1994, as amended November 14, 2001, and (ii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower and Borrower’s 's Subsidiaries, enter into any transaction, including without limitation the purchase, sale or exchange of property or the rendering of any services, with any Affiliate or any officer or director thereof, or enter into, assume or suffer to exist any employment or consulting contract with any Affiliate or an officer or director thereof, except any transaction or contract which is in the ordinary course of Borrower’s 's or any of Borrower’s 's Subsidiaries' business and which is upon fair and reasonable terms no less favorable to Borrower or Borrower’s 's Subsidiaries than it would obtain in a comparable arm’s 's length transaction with a Person not an Affiliate; (b) make any advance or loan to any Affiliate or any director or officer thereof or of Borrower or any Subsidiary of Borrower or to any trust of which any of the foregoing is a beneficiary, or to any Person on the guarantee of any of the foregoing, except as expressly permitted by subsection 7.6(c) hereof; or (c) pay any fees or expenses to, or reimburse or assume any obligation for the reimbursement of any expenses incurred by, any Affiliate or any officer or director thereof, except as may be permitted in accordance with clauses (a) and (b) of this subsection 7.7.

Appears in 1 contract

Samples: Credit Agreement (M I Schottenstein Homes Inc)

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