Common use of Accuracy of Information, etc Clause in Contracts

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under which such statements were madestatement, information, document or certificate was furnished. The projections, other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information projections contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount. There is no fact known to any Loan Party that could reasonably be expected to have a Material Adverse Effect that has not been expressly disclosed herein, in the other Loan Documents or in any other documents, certificates and statements furnished to the Administrative Agent and the Lenders for use in connection with the transactions contemplated hereby and by the other Loan Documents.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished furnished, in each case in writing and other than projections, estimates and other forward-looking information, to the Arrangers, the Agents, the Arrangers, the Issuing Lender Managers or the Lenders or any of them, by or on behalf of any Loan Party for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnishedfurnished (or, in the case of the Confidential Information Memorandum, as of the date of this Agreement), any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under in which such statements were made. The projections, estimates and other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information contained in the materials referenced above (including, without limitation, the Projections) are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, that no assurance is given that the results forecasted in such financial information will be achieved and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information are subject to significant uncertainties (many of which are not in the control of the Loan Parties) and may differ from the projected and pro forma results set forth therein by a material amount.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic concerning any Group Member or general industry nature and pro forma financial information) the Business contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them (except for projections, pro forma financial information and information of a general economic or industry nature), for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, when taken as a wholewhole and when taken together with any public filings made by UK Holdco or a parent entity thereof, contained contained, as of the date such statement, information, document or certificate was so furnishedfurnished and after giving effect to all supplements and updates thereto, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not materially misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower Representative to be reasonable at the time mademade and as of the Closing Date (with respect to such projections and pro forma financial information delivered prior to the Closing Date), it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic concerning any Group Member or general industry nature and pro forma financial information) the Business contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them (except for projections, pro forma financial information and information of a general economic or industry nature), for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, when taken as a whole, contained contained, as of the date such statement, information, document or certificate was so furnishedfurnished and after giving effect to all supplements and updates thereto, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not materially misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower Representative to be reasonable at the time mademade and as of the Closing Date (with respect to such projections and pro forma financial information delivered prior to the Closing Date), it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, many of which are beyond the control of Holdings and its Subsidiaries, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, the Projections and information of a general economic or general industry nature and pro forma financial informationnature) concerning any Group Member contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party Group Member to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under which such statements were madematerially misleading. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time mademade and as of the Closing Date (with respect to such projections and pro forma financial information delivered prior to the Closing Date), it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. (a) No written statement or written information (information, other than projections, other pro forma financial statements, forward-looking informationstatements, estimates with respect to future performance and information of a general economic or general industry nature and pro forma financial information) specific nature, contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein therein, taken as a whole, not misleading in light of the circumstances under which such statements were mademade (giving effect to all supplements thereto). The projections, other pro forma financial information, forward-looking information statements and estimates with respect to the Borrower and its Subsidiaries and the pro forma financial information future performance contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Parent Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount. (b) As of the Closing Date, the information included in the Beneficial Ownership Certification provided on or prior to the Closing Date to any Lender in connection with this Agreement is true and correct in all material respects.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature excluding the projections and pro forma financial informationinformation referred to below) concerning any Group Member or the Business contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, when taken as a whole, contained contained, as of the date such statement, information, document or certificate was so furnishedfurnished (or, in the case of the Confidential Information Memorandum, as of the Closing Date), any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading therein, in light of the circumstances under which such statements they were made, not materially misleading. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time mademade and as of the Closing Date (with respect to such projections and pro forma financial information delivered prior to the Closing Date), it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. (a) No written statement or written information (information, other than projections, other pro forma financial statements, forward-looking informationstatements, estimates with respect to future performance and information of a general economic or general industry nature and pro forma financial information) specific nature, contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein therein, taken as a whole, not misleading in light of the circumstances under which such statements were mademade (giving effect to all supplements thereto). The projections, other pro forma financial information, forward-looking information statements and estimates with respect to the Borrower and its Subsidiaries and the pro forma financial information future performance contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Parent Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount. (a) As of the Closing Date, the information included in the Beneficial Ownership Certification provided on or prior to the Closing Date to any Lender in connection with this Agreement is true and correct in all material respects.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic concerning any Group Member or general industry nature and pro forma financial information) the Business contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them (except for projections, pro forma financial information and information of a general economic or industry nature, and all third party memos or reports), for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, when taken as a whole, contained contained, as of the date such statement, information, document or certificate was so furnishedfurnished and after giving effect to all supplements and updates thereto, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not materially misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower Representative to be reasonable at the time mademade and as of the Closing Date (with respect to such projections and pro forma financial information delivered prior to the Closing Date), it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, many of which are beyond the control of Holdings and its Subsidiaries, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, projections and pro forma financial information and information of a general economic nature or general industry nature and pro forma financial informationnature) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the AgentsArranger, the Arrangers, the Issuing Lender Agents or the Lenders or any of them, by or on behalf of any Loan Party for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a wholewhole with all such other written statements, written information, documents and certificates, contained as of the date such written statement, written information, document or certificate was so furnisheddated or certified, any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading statements, in the light of the circumstances under which such statements they were madedelivered, contained herein or therein not materially misleading (after giving effect to all written updates thereto delivered by or on behalf of any Loan Party prior to the Closing Date). The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of Parent and the Borrower to be reasonable at as of the time madedate such information is dated or certified, it being recognized by the Lenders that such projections and pro forma financial information as it relates they relate to future events are not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information projections and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.

Accuracy of Information, etc. No All written statement statements or written factual information or data, taken as a whole (other than excluding the projections, forward-looking information and pro forma financial information referred to below or estimates (including financial estimates, forecasts and other forward-looking information, ) and information of a general economic or general industry nature and pro forma financial information) basis), contained in this Agreement, any other Loan Document, the Confidential Information Memorandum any Transaction Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender Administrative Agent or the Lenders or any of them, by or on behalf of any Loan Party for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, Documents when taken as a whole, contained did not contain as of the date such statement, information, document or certificate was so furnished, any untrue statement of a material fact or omitted omit to state a material fact necessary in order to make the such statements contained herein or therein and information, taken as a whole, not materially misleading at such time in light of the circumstances under in which such statements they were made. The projections, other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower such Loan Party to be reasonable at the time made, it being recognized by the Lenders that such projections projections, forward-looking information and pro forma financial information as it relates to future events are not to be viewed as fact facts or as a guarantee of performance or achievement of any particular result and are subject to significant uncertainties and contingencies, many of which are beyond the control of the Parent and its Subsidiaries, and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.

Accuracy of Information, etc. No As of the SixthSeventh Amendment Effective Date, no written statement or written information data (other than projectionsthe Projections, estimates and other forward-forward looking information, statements and information of a general economic or general industry nature and pro forma financial informationnature) concerning Holdings or any of its Restricted Subsidiaries contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, data document or certificate was so furnished, when taken as a whole, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not materially misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower Projections and its Subsidiaries and the pro forma financial information information, taken as a whole, contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower Holdings in good faith to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact fact, forecasts and that projections are subject to uncertainties and contingencies, actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountamount and no assurance can be given that any forecast or projections will be realized.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other documentdocument or certificate (excluding any projections, certificate pro forma financial information or written statement estimates) furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan DocumentsDocuments (as modified or supplemented by other information furnished, including information contained in the prospectus for the Notes), when taken as a whole, contained as of the date such statement, information, document or certificate was so furnishedfurnished (or, in the case of the Confidential Information Memorandum, as of the date of this Agreement), any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not materially misleading in light of the circumstances under which such statements were made. The projections, other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information and estimates contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Administrative Agent and the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.

Accuracy of Information, etc. No The Confidential Information Memorandum and all other written statement or written factual information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum Document or any other document, document or certificate or written statement heretofore furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent, the Letter of Credit Issuers or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, other than projections, estimates, budgets, forward looking statements and information of a general economic or industry nature concerning the Loan Parties and their Subsidiaries, taken as a whole, contained as of the date such statementdoes not and will not, information, document or certificate was so when furnished, contain any untrue statement of a material fact or omitted omit to state a material fact necessary in order to make the statements contained herein or therein (taken as a whole) not materially misleading in light of the circumstances under which such statements were or are made, supplemented or updated from time to time. The projections, other forward-looking information with respect to the Borrower and its Subsidiaries and the pro forma financial information projections contained in the materials referenced above are will have been prepared in good faith based upon good faith estimates and reasonable assumptions believed by management of the Borrower Loan Parties to be reasonable at the time made and at the time such projections are made, it being recognized by the Administrative Agent, the Letter of Credit Issuers and the Lenders that such projections and pro forma financial information as it relates to future events are not to be viewed as fact facts or a guarantee of performance and are subject to significant uncertainties and contingencies many of which are beyond the control of the Loan Parties, that no assurance can be given that any particular projections will be realized and that actual results during the period or periods covered by any such projections, other forward-looking information and pro forma financial information projections may differ from the projected results, and pro forma results set forth therein by a material amountsuch differences may be material.

Accuracy of Information, etc. No As of the Closing Date, all written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature reports, financial statements, exhibits and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement schedules furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party for use the Borrower to the Administrative Agent and the Lenders on or prior to the Closing Date in connection with the transactions contemplated by negotiation of any Loan Document or included therein or delivered pursuant to this Agreement or the other Loan Documentsthereto, taken as a whole, contained does not contain as of the date such statement, information, document or certificate was so furnished, Closing Date any untrue statement of a material fact or omitted and did not omit to state a as of the Closing Date any material fact necessary in order to make the statements contained herein or therein not misleading therein, in the light of the circumstances under which such statements they were made. The projections, other forward-looking information with respect to the Borrower not materially misleading in their presentation of Holdings and its Subsidiaries taken as a whole. It is understood that (a) no representation or warranty is made concerning the forecasts, estimates, pro forma information, projections and statements as to anticipated future performance or conditions, and the assumptions on which they were based or concerning any information of a general economic nature or general information about Holdings and its Subsidiaries’ industry, contained in any such information, reports, financial statements, exhibits or schedules, except that, in the case of such forecasts, estimates, pro forma financial information contained information, projections and statements, as of the date such forecasts, estimates, pro forma information, projections and statements were generated, (i) such forecasts, estimates, pro forma information, projections and statements were prepared in the materials referenced above are based upon good faith estimates and based on assumptions believed by of the management of the Borrower and (ii) such assumptions were believed by such management to be reasonable at the time madeand (b) such forecasts, it being recognized by the Lenders that such estimates, pro forma information, projections and pro forma financial information as it relates to future events are statements, and the assumptions on which they were based, may or may not prove to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amountcorrect.

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement (excluding any projections, pro formas or estimates included in any such statement, document or certificate) relating to any Loan Party furnished to the AgentsArranger, the Arrangers, the Issuing Lender Administrative Agent or the Lenders or any of them, by or on behalf of any Loan Party for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken as a whole, contained as of the date such statement, information, document or certificate was so furnishedfurnished (or, in the case of the Confidential Information Memorandum (after giving effect to any changes in the term sheet contained therein, to the extent disclosed to the Lenders), as of the date of this Agreement), any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under which such statements were mademisleading. The projections, other forward-looking information with respect to the Borrower projections and its Subsidiaries and the pro forma financial information contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Arranger, the Administrative Agent and the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.material

Accuracy of Information, etc. No written statement or written information (other than projections, other forward-looking information, information of a general economic or general industry nature and pro forma financial information) contained in this Agreement, any other Loan Document, the Confidential Information Memorandum or any other document, certificate or written statement furnished to the Agents, the Arrangers, the Issuing Lender or the Lenders or any of them, by or on behalf of any Loan Party to the Administrative Agent or the Lenders, or any of them, for use in connection with the transactions contemplated by or pursuant to this Agreement or the other Loan Documents, taken Documents other than Forward-Looking Statements (as a wholedefined below), contained as of the date such statement, information, document or certificate was so furnishedfurnished (or, in the case of the Confidential Information Memorandum (as supplemented through the Closing Date), as of the date of this Agreement), any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements contained herein or therein therein, taken as a whole, not misleading in light of the circumstances under which such statements were mademade (giving effect to all supplements thereto). The projections, other forward-pro forma financial information, forward looking information statements and estimates with respect to future performance (collectively, the Borrower and its Subsidiaries and the pro forma financial information “Forward-Looking Statements”) contained in the materials referenced above are based upon good faith estimates and assumptions believed by management of the Borrower to be reasonable at the time made, it being recognized by the Lenders that such projections and pro forma financial information as it relates to future events are is not to be viewed as fact and that actual results during the period or periods covered by such projections, other forward-looking information and pro forma financial information may differ from the projected and pro forma results set forth therein by a material amount.