Common use of Transactions with Affiliates Clause in Contracts

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 29 contracts

Samples: Bond Purchase Agreement (Middlesex Water Co), Note Purchase Agreement (Public Service Co of New Mexico), Bond Purchase Agreement (Nevada Power Co)

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Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 22 contracts

Samples: Note Purchase Agreement (C. H. Robinson Worldwide, Inc.), Note Purchase Agreement, Master Note Agreement (CERNER Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 18 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Westar Energy Inc /Ks), Credit Agreement (Sensient Technologies Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to in the reasonable requirements of the Company’s or such Subsidiary’s business ordinary course and upon fair and reasonable terms no that are not materially less favorable to the Company or such Subsidiary Subsidiary, taken as a whole, than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 17 contracts

Samples: Note Purchase Agreement (Stericycle Inc), Note Purchase Agreement (Teledyne Technologies Inc), Note Purchase Agreement (Stericycle Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Restricted Subsidiary), except pursuant to in the reasonable requirements of the Company’s or such Subsidiary’s business ordinary course and upon fair and reasonable terms no that are not materially less favorable to the Company or such Subsidiary Restricted Subsidiary, taken as a whole, than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 12 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Stepan Co), Note Purchase Agreement (Stepan Co)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliatebusiness.

Appears in 12 contracts

Samples: Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.), Bond Purchase Agreement (Essential Utilities, Inc.)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 11 contracts

Samples: Note Purchase Agreement (Showbiz Pizza Time Inc), Note Purchase Agreement (Homeservices Com Inc), Senior Secured Notes Agreement (Puerto Rican Cement Co Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 9 contracts

Samples: Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Patterson Uti Energy Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 8 contracts

Samples: Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp), Note Purchase Agreement (Meredith Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length arm’s‑length transaction with a Person not an Affiliate.

Appears in 7 contracts

Samples: Note Purchase Agreement (SOUTH JERSEY GAS Co), Bond Purchase Agreement (South Jersey Industries Inc), Bond Purchase Agreement (Chugach Electric Association Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length arm’s‑length transaction with a Person not an Affiliate.

Appears in 6 contracts

Samples: Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business upon terms and upon fair and reasonable terms conditions which are no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an AffiliateAffiliate and except for benefit and compensation plans and arrangements approved by the Board of Directors (or similar governing body) of the Company or any such Subsidiary that is not a Domestic Subsidiary.

Appears in 6 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Gallagher Arthur J & Co), Note Purchase Agreement (Gallagher Arthur J & Co)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Restricted Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 6 contracts

Samples: Note Purchase Agreement (Proquest Co), Note Purchase Agreement (Proquest Co), Note Purchase Agreement (Donaldson Co Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase and Private Shelf Agreement (FirstService Corp), Note and Guarantee Agreement (FirstService Corp), Note Purchase Agreement (Snyder's-Lance, Inc.)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase Agreement (Regal Rexnord Corp), Note Purchase Agreement (Regal Rexnord Corp), Note Purchase Agreement (Pool Corp)

Transactions with Affiliates. The Company will not, and will not permit any Restricted Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Restricted Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 5 contracts

Samples: Note Agreement (Cherry Corp), Note Agreement (Intertape Polymer Group Inc), Revolving Credit Agreement (Intertape Polymer Group Inc)

Transactions with Affiliates. The Company will not, and will not permit any Consolidated Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except transactions in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Consolidated Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Consolidated Subsidiary than would be obtainable obtained in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 5 contracts

Samples: Note Agreement (Allied Capital Corp), Note Agreement (Allied Capital Corp), Note Agreement (Allied Capital Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Restricted Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase Agreement (Donaldson Co Inc), Note Purchase Agreement (Energizer Holdings Inc), Note Purchase Agreement (Energizer Holdings Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase Agreement (Otter Tail Corp), Note Purchase Agreement (Globe Business Resources Inc), Note Purchase Agreement (DPL Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Stone Point Credit Corp), Note Purchase Agreement

Transactions with Affiliates. The Company will not, and will not cause or permit any Restricted Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the material transaction, including, without limitation, any purchase, leasesale, sale lease or exchange of properties of any kind property or the rendering of any service) service with any Affiliate of the Company (other than the Company or another a Restricted Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary other than would be obtainable in a comparable arm’s-length transaction transactions with a Person not an AffiliateAffiliates that are otherwise permitted hereunder.

Appears in 5 contracts

Samples: Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related Material transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length arm’s‑length transaction with a Person not an Affiliate.

Appears in 5 contracts

Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable such terms no less favorable to as are determined in good faith by the Company or such Subsidiary than would to be obtainable in a comparable arm’s-length transaction with a Person not an Affiliatereasonable.

Appears in 4 contracts

Samples: Multi Currency Note Purchase and Private Shelf Agreement (Waters Corp /De/), Note Purchase Agreement (Waters Corp /De/), Note Purchase Agreement (Waters Corp /De/)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Great Plains Energy Inc), Note Purchase Agreement (Associated Estates Realty Corp), Note Purchase Agreement (Nui Corp /Nj/)

Transactions with Affiliates. The Company will shall not, and will shall not permit any Restricted Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s or such Restricted Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtain in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Smithfield Foods Inc), Note Purchase Agreement (Smithfield Foods Inc), Note Purchase Agreement (Smithfield Foods Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Cabot Oil & Gas Corp), Third Supplemental Indenture (Integrys Energy Group, Inc.)

Transactions with Affiliates. The Company No Obligor will not, and or will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company Company, another Obligor or another Subsidiary), except pursuant to the reasonable requirements of the Companysuch Obligor’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company such Obligor or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Lincoln Electric Holdings Inc), Note Purchase Agreement (Lincoln Electric Holdings Inc), Note Purchase Agreement (Lincoln Electric Holdings Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore Inc.)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Wholly-Owned Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc)

Transactions with Affiliates. The Company will shall not, and will shall not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtain in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Smithfield Foods Inc), Note Purchase Agreement (Smithfield Foods Inc), Note Purchase Agreement (Smithfield Foods Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Restricted Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Restricted Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Watts Water Technologies Inc), Note Purchase Agreement (Watts Water Technologies Inc), Note Purchase Agreement (Elkcorp)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Master Note Purchase Agreement (CHS Inc), Note Purchase Agreement (CHS Inc), Private Shelf Agreement (CHS Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary toto enter into, enter into directly or indirectly indirectly, any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Unit Purchase Agreement (21st Century Holding Co), Unit Purchase Agreement (21st Century Holding Co), Unit Purchase Agreement (21st Century Holding Co)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc), Note Purchase Agreement (Caseys General Stores Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.), Note Purchase Agreement (Patterson Companies, Inc.)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another a Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 4 contracts

Samples: Note Purchase Agreement (Invacare Corp), Note Purchase Agreement (Invacare Corp), Note Purchase Agreement (Invacare Corp)

Transactions with Affiliates. The Company will not, and will not permit any Consolidated Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except transactions in the ordinary course of and pursuant to the reasonable requirements of the Company’s or such Consolidated Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Consolidated Subsidiary than would be obtainable obtained in a comparable arm’s-length transaction with a Person not other than an Affiliate.

Appears in 4 contracts

Samples: Note Agreement (Allied Capital Corp), Note Agreement (Allied Capital Corp), Note Agreement (Allied Capital Corp)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Village Super Market Inc), Note Agreement (Wolverine World Wide Inc /De/), Third Supplemental Indenture (Minnesota Power & Light Co)

Transactions with Affiliates. The Company will not, and will not permit any Restricted Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Restricted Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Credit Acceptance Corporation), Note Purchase Agreement (Western Gas Resources Inc), Note Purchase Agreement (Serv Tech Inc /Tx/)

Transactions with Affiliates. The Company Obligors will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note and Guarantee Agreement (Firstservice Corp), Note and Guarantee Agreement (Firstservice Corp), Note and Guarantee Agreement (Firstservice Corp)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, directly or indirectly, enter into directly any material transaction, whether or indirectly any Material transaction or Material group not in the ordinary course of related transactions (including the purchasebusiness, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business on terms and upon fair and reasonable terms no less conditions at least as favorable to the Company Company, or such Subsidiary than the affected Subsidiary, as those that would be obtainable in a comparable arm’s-obtained through an arm's length transaction negotiation with a Person not an Affiliateunaffiliated third party.

Appears in 3 contracts

Samples: Credit Agreement (Allergan Inc), Credit Agreement (Allergan Inc), Credit Agreement (Allergan Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Stock Sale and Note Purchase Agreement (Cascade Microtech Inc), Subordinated Note Purchase Agreement (GMX Resources Inc), Note Purchase Agreement (Hastings Entertainment Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into into, directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Securities Amendment and Purchase Agreement (HC Innovations, Inc.), Securities Amendment and Purchase Agreement (HC Innovations, Inc.), Securities Amendment and Purchase Agreement (HC Innovations, Inc.)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Unit Purchase Agreement (PNM Resources Inc), Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Ralcorp Holdings Inc /Mo)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Shaw Group Inc), Note Purchase Agreement (Advest Group Inc), Note Purchase Agreement (WLR Foods Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another a Restricted Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Restricted Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Tetra Technologies Inc), Master Note Purchase Agreement (Tetra Technologies Inc), Note Purchase Agreement (Tetra Technologies Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into into, directly or indirectly indirectly, any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Oaktree Capital Group, LLC), Note Purchase Agreement (Oaktree Capital Group, LLC), Note Purchase Agreement (Oaktree Capital Group, LLC)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase and Private Shelf Agreement (Tiffany & Co), Note Purchase Agreement (Tiffany & Co)

Transactions with Affiliates. The Company will not, and will not permit any Restricted Subsidiary to, enter into directly or indirectly be a party to any Material transaction transaction, arrangement or Material group of related transactions understanding with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and on reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtained in a comparable arm’s-length transaction with a Person not other than an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (SJW Group), Note Purchase Agreement (SJW Group), Note Agreement (SJW Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note Purchase Agreement (Flow International Corp), Note Purchase Agreement (Borders Group Inc), Note Purchase Agreement (Tecumseh Products Co)

Transactions with Affiliates. The Company Constituent Companies will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary)Affiliate, except pursuant to the reasonable requirements of the such Constituent Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the such Constituent Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 3 contracts

Samples: Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.), Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.), Note and Guarantee Agreement (Sunstone Hotel Investors, Inc.)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, directly or indirectly, enter into directly any lease or indirectly other transaction with any Material transaction shareholder or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than of the Company or another Subsidiary)such shareholder, except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable on terms no that are less favorable to the Company or such Subsidiary than would those which might be obtainable in obtained at the time from Persons who are not such a comparable arm’s-length transaction with a Person not an shareholder or Affiliate.

Appears in 2 contracts

Samples: Residual Interest in Securitized Assets Revolving Credit and Term Loan Agreement (Onyx Acceptance Corp), Credit Agreement (Hagler Bailly Inc)

Transactions with Affiliates. The Company will not, and nor will not it permit any Subsidiary to, other than in the ordinary course of business, enter into directly or indirectly any Material transaction or Material group series of related transactions (including the purchasetransactions, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business , other than on terms and upon fair and reasonable terms no less conditions substantially as favorable to the Company or such Subsidiary than as would be obtainable by it in a comparable arm’s-length transaction with a Person not other than an Affiliate.

Appears in 2 contracts

Samples: Credit Agreement (Hubbell Inc), Credit Agreement (Hubbell Inc)

Transactions with Affiliates. The Company will not, and will not permit any Restricted Subsidiary to, enter into directly or indirectly be a party to any Material material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than Affiliate), except transactions reasonably deemed by the Company in good faith to be in the best business interests of the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business concerned Restricted Subsidiary and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 2 contracts

Samples: Note Agreement (Johnson Worldwide Associates Inc), Note Agreement (Johnson Worldwide Associates Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Assumption and Exchange Agreement (Andrew Corp), Note Purchase Agreement (Caseys General Stores Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Deltic Timber Corp), Guaranty Agreement (Hub International LTD)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.. Table of Contents

Appears in 2 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Patterson Companies, Inc.)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into into, directly or indirectly indirectly, any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties Properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course of business pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Investment Agreement (Cityxpress Com Corp), Loan and Security Agreement (Cityxpress Com Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related Material transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (Woodward Governor Co)

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Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale furnishing of goods or exchange of properties of any kind or the rendering of any serviceservices) with any an Affiliate (other than except in the Company or another Subsidiary), except pursuant to the reasonable requirements ordinary course of the Company’s or such Subsidiary’s business as presently conducted and upon fair on terms and reasonable terms conditions no less favorable to the Company or such Subsidiary than would be obtainable obtained in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Agreement (Oneida LTD), Note Agreement (Oneida LTD)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-arm's length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Wolverine World Wide Inc /De/), Note Purchase Agreement (Wolverine World Wide Inc /De/)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly indirectly, engage in any Material transaction (or Material group series of related transactions transactions) material to the Company or any of its Subsidiaries (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind assets or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and , except upon fair and reasonable terms that are no less favorable to the Company or such Subsidiary Subsidiary, as the case may be, than would those which might be obtainable obtained, in a comparable arm’s-the good faith judgment of the Company, in an arm's length transaction with a Person at the time from Persons which are not such an Affiliate.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Eco Soil Systems Inc), Securities Purchase Agreement (Party City Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Aptargroup Inc), Note Purchase Agreement (Aptargroup Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly be a party to, any Material transaction or Material group of related transactions arrangement with any Affiliate (including without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind Property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 2 contracts

Samples: Note Agreement (Nash Finch Co), Note Agreement (Nash Finch Co)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (New England Business Service Inc), Note Purchase Agreement (Hub International LTD)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, and cause such Subsidiary not to, enter into directly or indirectly any Material transaction or Material material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Advanced Growing Systems, Inc.), Note Purchase Agreement (ZBB Energy Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Restricted Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Ferrellgas Partners Finance Corp), Note Purchase Agreement (Ferrellgas Partners Finance Corp)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Restricted Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Amended and Restated Note Purchase and Private Shelf Agreement (Oil-Dri Corp of America), Note Purchase Agreement (Ferrellgas Partners Finance Corp)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Granite Construction Inc), Note Purchase Agreement (Granite Construction Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not other than an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (St Joe Co), Note Purchase Agreement (St Joe Co)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Littelfuse Inc /De), Note Purchase Agreement (Littelfuse Inc /De)

Transactions with Affiliates. The Company will shall not, and will shall not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Smithfield Foods Inc), Note Purchase Agreement (Smithfield Foods Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliatebusiness.

Appears in 2 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another a Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Master Note Purchase Agreement (Polaris Industries Inc/Mn), Master Note Purchase Agreement (Polaris Industries Inc/Mn)

Transactions with Affiliates. The Company will not, and will not permit any Restricted Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Restricted Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtained in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Birmingham Steel Corp), Note Purchase Agreement (Birmingham Steel Corp)

Transactions with Affiliates. The Company Obligors will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company an Obligor or another Subsidiary), except pursuant to in the reasonable requirements of the Company’s or such Subsidiary’s business ordinary course and upon fair and reasonable terms no that are not materially less favorable to the Company such Obligor or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Helen of Troy LTD), Note Purchase Agreement (Helen of Troy LTD)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Smucker J M Co), Note Purchase Agreement (Smucker J M Co)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to in the reasonable requirements of the Company’s or such Subsidiary’s business ordinary course and upon fair and reasonable terms no that are not materially less favorable to the Company or such Subsidiary Subsidiary, taken as a whole, than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase and Master Note Agreement (Stepan Co), Note Purchase and Private Shelf Agreement (Stepan Co)

Transactions with Affiliates. The Company will not, and it will not cause or permit any Subsidiary to, enter into directly or indirectly be a party to any Material transaction or Material group of related transactions arrangement with any Affiliate (including including, without limitation, the purchase, leasepurchase from, sale to or exchange of properties of any kind Property with, or the rendering of any service) with service by or for, any Affiliate (other than the Company or another SubsidiaryAffiliate), except in the ordinary course of business and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtained in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Loan Agreement (Labarge Inc), Loan Agreement (Labarge Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, directly or indirectly, enter into directly or indirectly permit to exist any Material transaction or Material group of related transactions (including the purchase, leasesale, sale lease or exchange of properties of any kind property or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable , on terms no that are less favorable to the Company or such Subsidiary Subsidiary, as the case may be, than would those which might be obtainable in a comparable arm’s-length transaction with obtained at the time from a Person who is not an AffiliateAffiliate of the Company.

Appears in 2 contracts

Samples: Credit Agreement (Promedco Management Co), Credit Agreement (Promedco Management Co)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including including, without limitation, the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Mine Safety Appliances Co), Note Purchase Agreement (Smucker J M Co)

Transactions with Affiliates. The Company Companies will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Exchange Agreement (Mail Com Inc), Note Exchange Agreement (Mail Com Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Note Purchase Agreement (Meridian Industrial Trust Inc), Note Purchase Agreement (Hickory Tech Corp)

Transactions with Affiliates. The Neither the Company will not, and will not permit nor any Subsidiary to, will enter into directly or indirectly any Material transaction or Material group of related transactions (including the transaction, including, without limitation, any purchase, leasesale, sale lease or exchange of properties of any kind property or the rendering of any service) , with any Affiliate (other than unless such transactions are otherwise permitted under this Agreement, are in the Company or another Subsidiary), except pursuant to the reasonable requirements ordinary course of the Company’s 's or such Subsidiary’s business 's, as the case may be, business, and are upon fair and reasonable terms no less favorable to the Company or such Subsidiary Subsidiary, as the case may be, than it would be obtainable obtain in a comparable arm’s-arm's length transaction with a Person not an Affiliate.

Appears in 2 contracts

Samples: Credit Agreement (Newfield Exploration Co /De/), Credit Agreement (Newfield Exploration Co /De/)

Transactions with Affiliates. The Company will not, not and will not permit any Restricted Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company, the Parent or a Restricted Subsidiary of the Company or another Subsidiarya Subsidiary of the Parent), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable and which transaction does not violate any regulatory requirements applicable to the Company or any such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an AffiliateSubsidiary.

Appears in 2 contracts

Samples: Note Purchase Agreement (Questar Gas Co), Note Purchase Agreement (Questar Gas Co)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material material transaction or Material material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any serviceservices) with any Affiliate affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person person not an Affiliateaffiliate of the Company.

Appears in 2 contracts

Samples: Secured Note Purchase Agreement (Marver James D), Secured Note Purchase Agreement (Euniverse Inc)

Transactions with Affiliates. The Company will not, and nor will not it permit any Restricted Subsidiary to, at any time, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Restricted Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Restricted Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Interstate Johnson Lane Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into into, directly or indirectly indirectly, any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Franklin Electronic Publishers Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another any Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Luxottica Group Spa)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Perrigo Co)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements conduct of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (K2 Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including transaction, including, without limitation, the purchase, lease, sale or exchange of properties of any kind Property or the rendering of any service) , with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable obtain in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Hudson Foods Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Calamos Asset Management, Inc. /DE/)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to in the reasonable requirements ordinary course of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no not materially less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Furniture Brands International Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Bearingpoint Inc)

Transactions with Affiliates. The Company will not, and will not permit any Subsidiary to, enter into directly or indirectly any Material transaction or Material group of related transactions (including the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary)Affiliate, except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.. DB1/ 140079182.9

Appears in 1 contract

Samples: Note Purchase Agreement (CHS Inc)

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction transac- tion or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another Subsidiary), except in the ordinary course and pursuant to the reasonable requirements of the Company’s or such Subsidiary’s business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’s-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement

Transactions with Affiliates. The Company will not, not and will not permit any Subsidiary to, to enter into directly or indirectly any Material transaction or Material group of related transactions (including without limitation the purchase, lease, sale or exchange of properties of any kind or the rendering of any service) with any Affiliate (other than the Company or another a Subsidiary), except pursuant to the reasonable requirements of the Company’s 's or such Subsidiary’s 's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would be obtainable in a comparable arm’sarm's-length transaction with a Person not an Affiliate.

Appears in 1 contract

Samples: Note Purchase Agreement (Woodward Governor Co)

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