Except for (a) compensation arrangements in the ordinary course of business with the officers, directors and employees of the Borrower and any Subsidiary, (b) payment pursuant to the Management Services Agreement, dated as of June 20, 2013, by and among the Borrower, each of the subsidiaries of the Borrower signatory thereto and TPG VI Management, LLC, as in effect on the Closing Date, (c)  any participation by TPG in equity issuances of the Borrower pursuant to pre-emptive participation rights granted to TPG in accordance with the terms of the stockholders agreement between the Borrower and TPG, or (d)  any transactions, payments or transfers among Loan Parties, the Borrower or any other Loan Party shall not enter into any transaction (including, without limitation, the purchase or sale of any property or service) with, or make any payment or transfer to, any Affiliate (or permit any Loan Party to do any of the foregoing) in excess of $1,000,000, except in the ordinary course of business and upon fair and reasonable terms no less favorable to the Borrower or such Loan Party than the Borrower or such Loan Party would obtain in a comparable arms’-length transaction.