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 Marcx 0, 0000, (xx) xxx agreements entered into in connection with the construction of the Office Building by the Office Building Limited Liability Company and/or with Borrower's leasehold improvements to, the Office Building, and (iii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower and its 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 its Subsidiaries' business and which is upon fair and reasonable terms no less favorable to Borrower or its 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 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 7.9(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 7.11.

Transactions with Affiliates and Officers. The Borrower will not, and will not permit any of its Subsidiaries to: (a) Except for (i) any consulting agreements or employment agreements to which the Borrower is a party and which were in effect as of Marcx 0, 0000, (xx) xxx agreements entered into in connection with the construction of the Office Building by the Office Building Limited Liability Company and/or with the Borrower's leasehold improvements to, the Office Building, and (iii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of the Borrower and its 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 the Borrower's or any of its Subsidiaries' business and which is upon fair and reasonable terms no less favorable to the Borrower or its 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 the 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 7.9(cparagraph (c) hereofof the definition of Permitted Investments; 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 7.11Section 7.9.

Transactions with Affiliates and Officers. The Company will not, and will not permiT any of its Subsidiaries to: (a) Except for (i) any consulting agreements or employment agreements to which Borrower the Company is a party and which were in effect as of Marcx 0, 0000, (xx) xxx agreements entered into in connection with the construction of the Office Building by the Office Building Limited Liability Company and/or with Borrowerthe Company's leasehold improvements to, the Office Building, and (iii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower the Company and its 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 Borrowerthe Company's or any of its Subsidiaries' business and which is upon fair and reasonable terms no less favorable to Borrower the Company or its 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 the Company 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 7.9(cparagraph (c) hereofof the definition of Permitted Investments; 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 7.11Section 7.8, and except as may be required pursuant to the Melvxx xxx Irvixx Xxxxxxxxxxxxx Xxxily Agreement dated October 11, 1993, in connection with certain registration rights of certain shareholders.

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 Marcx 0, 0000, (xx) xxx agreements entered into in connection with the construction of the Office Building by the Office Building Limited Liability Company and/or with Borrower's leasehold improvements to, the Office Building, and (iii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of Borrower and its 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 its Subsidiaries' business and which is upon fair and reasonable terms no less favorable to Borrower or its 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 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 7.9(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 7.11, and except as may be required pursuant to the Melvxx xxx Irvixx Xxxxxxxxxxxxx Xxxily Agreement dated October 11, 1993, in connection with certain registration rights of certain shareholders.

Transactions with Affiliates and Officers. The Borrower will not, and will not permit any of its Subsidiaries to: (a) Except for (i) any consulting agreements or employment agreements to which the Borrower is a party and which were in effect as of Marcx 0March 1, 00001994 (as the same may be supplemented, modified, amended or extended from time to time), (xxii) xxx any agreements entered into in connection with the construction of the Office Building by the Office Building Limited Liability Company and/or with the Borrower's leasehold improvements to, the Office Building, and (iii) compensation arrangements in the ordinary course of business with the officers, directors, and employees of the Borrower and its 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 the Borrower's or any of its Subsidiaries' business and which is upon fair and reasonable terms no less favorable to the Borrower or its 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 the 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 7.9(cparagraph (c) hereofof the definition of Permitted Investments; 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 7.11Section 7.9.