Common use of Transactions with Partners and Affiliates Clause in Contracts

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its SubsidiarySubsidiary or the Company, on terms that are unless such transaction is determined by the Board of Directors of the General Partner Company to be no less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or AffiliateAffiliate (other than transactions referred to in Section 2.3). Nothing contained in this Section 10.6 10.5 shall prohibit (a) increases in compensation and benefits for officers and employees of the Company, the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuingSubsidiaries; (b) payment of customary officers', managers', trustees', directors', partners’ ' and other similar indemnities; or (c) performance of any obligations arising under the Loan Documents; or (d) loans to Persons in connection with such Person's contribution of Real Property to the Consolidated Businesses or Joint Ventures.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its SubsidiarySubsidiary or the Company, on terms that are unless such transaction is determined by the Board of Directors of the General Partner Company to be no less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or AffiliateAffiliate (other than transactions referred to in Section 2.2). Nothing contained in this Section 10.6 10.5 shall prohibit (a) increases in compensation and benefits for officers and employees of the Company, the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuingSubsidiaries; (b) payment of customary officers', managers', trustees', directors', partners’ ' and other similar indemnities; or (c) performance of any obligations arising under the Loan Documents; or (d) loans to Persons in connection with such Person's contribution of Real Property to the Consolidated Businesses or Joint Ventures.

Transactions with Partners and Affiliates. Neither Other than a Permitted Transfer, neither of the Borrower, any Qualified Borrower Borrowers nor any of their Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of either of the BorrowerBorrowers, or with any Affiliate of either of the Borrower Borrowers which is not its their Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to either of the Borrower Borrowers or any of its their Subsidiaries, as applicable, than those that might be obtained in an arm’s length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower Borrowers or any of its their Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower Borrowers or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its SubsidiariesSubsid­iaries, as applicable, than those that might be obtained in an arm’s length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower Bor­rower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuingcontinu­ing; (b) payment of customary partners’ indemnities; or (c) performance of any obligations arising under the Loan DocumentsDocu­ments.

Transactions with Partners and Affiliates. Neither ------------------------------------------ the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are unless such transaction is determined by the Board respective Boards of Directors of the General Partner Company to be no less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 10.5 ------------ shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuingSubsidiaries; (b) payment of customary officers', directors', partners’ ' and other similar indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property Property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors (or its equivalent) of TMC (except in the General Partner case of non-material transactions, in which case the determination shall be made by officer's of such entities engaging in such transaction) to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s arm's-length transaction at the time from Persons who are not such a holder or an Affiliate. Nothing contained in this Section 10.6 SECTION 9.4 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary; PROVIDED, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section SECTION 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that PROVIDED THAT no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified ----------------------------------------- Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are unless such transaction is determined by the Board respective Boards of Directors of the General Partner Company to be no less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 10.5 ------------ shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuingSubsidiaries; (b) payment of customary officers', directors', partners’ ' and other similar indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified ----------------------------------------- Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits ------------ for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential -------- ---- Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities Securi ties of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or AffiliateAffil iate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the BorrowerBor- rower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or AffiliateAffil- iate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary; pro- vided, provided that no Event of Default or Potential Event of Default De- fault has occurred and is continuing; (b) payment of customary custom- ary partners’ ' indemnities; or (c) performance of any obligations obliga- tions arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property Property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors (or its equivalent) of TMC (except in the General Partner case of non-material transactions, in which case the determination shall be made by officers of such entities engaging in such transaction) to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s arm’s-length transaction at the time from Persons who are not such a holder or an Affiliate. Nothing contained in this Section 10.6 9.4 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary; provided, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ indemnities; or (c) performance of any obligations arising under the Loan DocumentsDocuments or (d) dividends or other distributions to equity holders permitted by the terms of this Agreement.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries (including any Qualified Borrower) shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower (or such Qualified Borrower), or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors of the General Partner to be less favorable to the Borrower or any of its SubsidiariesSubsidiaries (including any Qualified Borrower), as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 10.1 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries (including any Qualified Borrower) which are customary in the industry or consistent with the past business practice of the Borrower or such SubsidiarySubsidiary (including such Qualified Borrower), provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section SECTION 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that PROVIDED THAT no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property Property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board of Directors (or its equivalent) of TMC (except in the General Partner case of non-material transactions, in which case the determination shall be made by officer's of such entities engaging in such transaction) to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s arm's-length transaction at the time from Persons who are not such a holder or an Affiliate. Nothing contained in this Section 10.6 9.4 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary; provided, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their Subsidiaries Subsidiary shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its a Subsidiary, on terms that are determined by the Board board of Directors directors of the General Partner to be less favorable to the Borrower or any of its SubsidiariesSubsidiary, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 SECTION 9.6 shall prohibit prohibit: (a) increases in compensation and benefits for officers and ad employees of the Borrower or any of its Subsidiaries Subsidiary which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary; provided, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section SECTION 10.6 shall prohibit (a) increases in compensation and benefits for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that PROVIDED THAT no Event of Default or Potential Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; 125 or (c) performance of any obligations arising under the Loan Documents.

Transactions with Partners and Affiliates. Neither the Borrower, any Qualified Borrower ----------------------------------------- nor any of their its Subsidiaries shall directly or indirectly enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder or holders of more than five percent (5%) of any class of equity Securities of the Borrower, or with any Affiliate of the Borrower which is not its Subsidiary, on terms that are determined by the Board respective Boards of Directors of the General Partner Partners to be less favorable to the Borrower or any of its Subsidiaries, as applicable, than those that might be obtained in an arm’s 's length transaction at the time from Persons who are not such a holder or Affiliate. Nothing contained in this Section 10.6 shall prohibit (a) increases in compensation and benefits ------------ for officers and employees of the Borrower or any of its Subsidiaries which are customary in the industry or consistent with the past business practice of the Borrower or such Subsidiary, provided that no Event of Default or Potential -------- ---- Event of Default has occurred and is continuing; (b) payment of customary partners’ ' indemnities; or (c) performance of any obligations arising under the Loan Documents.