The Parent and the Company each will not, and will not permit any Material Subsidiary or any other Loan Party to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) in the ordinary course of business on terms and conditions that are reasonable and fair and no less favorable to the Parent, the Company or such Material Subsidiary or any other Loan Party than could be obtained on an arm’s-length basis from unrelated third parties and (b) transactions between or among the Group members.