Common use of Complete Disclosure Clause in Contracts

Complete Disclosure. All factual information (taken as a whole) (other than forward looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (LiveVox Holdings, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on December 5, 2017 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Pandora Media, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on or about January 7, 2014 and March 13, 2014 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Power Solutions International, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, Documents (as modified or any transaction contemplated herein or therein issupplemented by other information so furnished), and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a wholewhole after giving effect to any updates provided) not misleading in any material respect at such time in light of the circumstances under which such information was provided, it being understood that financial statements only contain such disclosures as are required by GAAP. The Projections delivered made available to Agent on or around October 1, 2020 and dated as of the Closing Date September 2020 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Credit Agreement (FTS International, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on May 21, 2018 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (AerSale Corp)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan DocumentsDocuments or Parent’s Exchange Act filings) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on November 13, 2019 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Credit Agreement (Hudson Technologies Inc /Ny)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Partythe Borrower’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to the Administrative Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Partythe Borrower’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to the Administrative Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections projections delivered to Agent as of the Lenders on or prior to the Closing Date represent, and as of the date on which any other Projections projections are delivered to Agentthe Lenders, such additional Projections projections represent, the Loan Parties’ Borrower’s good faith estimate, on the date such Projections projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrower to be reasonable at the time of the delivery thereof to the Administrative Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ Borrower’s good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrower believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Celadon Group Inc)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on August 3, 2017 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Neophotonics Corp)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections (including Projections) and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections (including Projections) and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on April 17, 2019 represent, and as of the date on which any other Projections are delivered to AgentAgent after the Amendment No.3 Effective Date, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Vector Group LTD)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on November 1December 31, 20162021, represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Sharecare, Inc.)

Complete Disclosure. All factual written information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Restricted Subsidiaries in writing to Administrative Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, Documents true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Administrative Agent as of prior to the Closing Date represent, and as of the date on which any other Projections are delivered to Administrative Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Restricted Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Administrative Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Restricted Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). The information included in the Beneficial Ownership Certification most recently provided to the Administrative Agent and Lenders is true and correct in all respects.

Appears in 1 contract

Sources: Credit Agreement (Thryv Holdings, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Partythe Borrower’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Partythe Borrower’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified (and after giving effect to any supplements thereto) and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date represent, and as As of the date on which any other Projections are delivered to AgentAgent and/or the Lenders, such additional Projections represent, represent the Loan Parties’ Borrower’s good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrower to be reasonable at the time of the delivery thereof to Agent and/or Lenders (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and that no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially in a material manner from projected or estimated resultssuch Projections).

Appears in 1 contract

Sources: Credit Agreement (Egalet Corp)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Parties’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided; provided that, in the case of information with respect to Target, the foregoing representations are limited to the knowledge of Parent. The Projections delivered to Agent as of the Closing Date on July 3, 2018 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Independence Contract Drilling, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan DocumentsDocuments or Parent's Exchange Act filings) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on or about January 19, 2022 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ Borrowers' good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Credit Agreement (Hudson Technologies Inc /Ny)

Complete Disclosure. All The factual information (taken as a whole) regarding the Loan Parties (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) (taken as a whole) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such does not contain any untrue statement of material fact or omit to state any material fact necessary to make the factual information statements therein taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date not materially misleading as of which such information is dated the time made or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time furnished in light of the circumstances under which such information was providedmade or furnished after taking into account any modification or supplement to such information. The Projections delivered to Agent as of On the Closing Date representDate, the Budget represents, and as of the date on which any other Projections Budgets are delivered to Agent, as of the date of such Budgets, such additional Projections represent, Budgets represent (as of the Loan Partiesdate of the initial Budget) Holdings’ good faith estimate, on the date such Projections are delivered, estimate of the Loan Parties’ and their Subsidiaries’ Subsidiaries future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Holdings to be reasonable at the time as of the delivery thereof to Agent date of such Budgets (it being understood that such Projections projections and forecasts are as to future events and are not to be viewed as facts, are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, Subsidiaries and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to will be reasonable at the time such Projections were prepared, are not to be viewed as facts, realized and that actual results during the period or periods covered by the Projections any such projections may differ materially from the projected or estimated resultsresults and such differences may be material). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Senior Secured Super Priority Debtor in Possession Credit Agreement

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward- looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on January 16, 2020, represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Credit Agreement (Nautilus, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on or about May 25, 2016 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Power Solutions International, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on September 22, 2017 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ Borrowers' good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Pioneer Energy Services Corp)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward- looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries DB1/ 133650928.13 79 in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on November 9, 2022, represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Nautilus, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan PartyBorrower’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party▇▇▇▇▇▇▇▇’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and and, when taken together with the Borrower’s public filings made with the SEC, not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date represent, and as As of the date on which any other Projections are delivered to Agent, such additional Projections will represent, the Loan Parties’ Borrower’s good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ ▇▇▇▇▇▇▇▇ to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ ▇▇▇▇▇▇▇▇’s good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrower believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of the Closing Date, the information included in the Beneficial Ownership Certification is true and correct in all material respects.

Appears in 1 contract

Sources: Loan and Security Agreement (Sunrise Realty Trust, Inc.)

Complete Disclosure. All factual information (taken as a whole) (other than forward looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are 074658.16087/126128822v.10 beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (LiveVox Holdings, Inc.)

Complete Disclosure. All written factual information (taken as a whole) whole (other than forward materials marked as drafts and forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than materials marked as drafts and forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on April 26, 2012 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ on a consolidated basis, Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and that no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially in a material manner from projected or estimated resultssuch Projections).

Appears in 1 contract

Sources: Credit Agreement (Wabash National Corp /De)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections (including the Projections) and information of a general economic nature and general information about any Loan Party’s Parties’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections (including Projections) and information of a general economic nature and general information about any Loan Party’s Parties’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on May 21, 2014 represent, and as of the date on which any other Projections are subsequently delivered to Agent, such additional Projections will represent, the Loan Parties’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Parties to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Seventy Seven Energy Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on February 22, 2017 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results). As of April 7, 2020, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Appears in 1 contract

Sources: Forbearance Agreement and Amendment (Salem Media Group, Inc. /De/)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Co-Collateral Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Collateral Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date and Co-Collateral Agents on March 28, 2012 represent, and as of the date on which any other Projections are delivered to AgentAgent and Co-Collateral Agents, such additional Projections represent, the Loan Parties’ Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent and Co-Collateral Agents (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ Borrowers' good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (School Specialty Inc)

Complete Disclosure. All factual information (taken as a whole) (other than forward looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).. 074658.16087/130783594v.4

Appears in 1 contract

Sources: Credit Agreement (LiveVox Holdings, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan PartyBorrower’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Co-Collateral Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan PartyBorrower’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Co-Collateral Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date Agents on January 9, 2012 represent, and as of the date on which any other Projections are delivered to AgentAgents, such additional Projections represent, the Loan Parties’ Borrower’s good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrower to be reasonable at the time of the delivery thereof to Agent Agents (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and that no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially in a material manner from projected or estimated resultssuch Projections). *** Certain confidential information has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.

Appears in 1 contract

Sources: Credit Agreement (Federal Signal Corp /De/)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about any Loan PartyBorrower’s industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Co-Collateral Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about any Loan PartyBorrower’s industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent, any Co-Collateral Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date Agents on January 9, 2012 represent, and as of the date on which any other Projections are delivered to AgentAgents, such additional Projections represent, the Loan Parties’ Borrower’s good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrower to be reasonable at the time of the delivery thereof to Agent Agents (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and that no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially in a material manner from projected or estimated resultssuch Projections).

Appears in 1 contract

Sources: Credit Agreement (Federal Signal Corp /De/)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections (including the Projections) and information of a general economic nature and general information about any Loan Party’s Parties’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections (including Projections) and information of a general economic nature and general information about any Loan Party’s Parties’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on April 1, 2016 represent, and as of the date on which any other Projections are subsequently delivered to Agent, such additional Projections will represent, the Loan Parties’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Parties to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Seventy Seven Energy Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on or about May 25, 2016, represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Power Solutions International, Inc.)

Complete Disclosure. All written factual information (taken as a whole) whole (other than forward materials marked as drafts and forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than materials marked as drafts and forward-looking information and projections and information of a general economic nature and general information about any Loan Party’s Borrowers' industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on May 23, 2011 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ on a consolidated basis, Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and that no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially in a material manner from projected or estimated resultssuch Projections).

Appears in 1 contract

Sources: Credit Agreement (Wabash National Corp /De)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections which are qualified by the last sentence hereof, and information of a general economic nature and general information about any Loan Party’s Borrowers’ industry) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on May 14, 2013 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan PartiesBorrowers’ good faith estimate, on the date such Projections are delivered, of the Loan Parties’ and their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan PartiesBorrowers’ good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Power Solutions International, Inc.)

Complete Disclosure. All factual information (taken as a whole) whole (other than forward forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents) for purposes of or in connection with this Agreement, Agreement or the other Loan Documents, or any transaction contemplated herein or therein is, and all other such factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the industry of any Loan Party’s industryParty or its Subsidiaries) hereafter furnished by or on behalf of a Loan Party or its Subsidiaries in writing to Agent or any Lender will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent as of the Closing Date on March 2, 2018 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, the Loan Parties’ Borrowers' good faith estimate, on the date such Projections are delivered, of the Loan Parties' and their Subsidiaries' future performance for the periods covered thereby based upon assumptions believed by the Loan Parties’ Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of the Loan Parties and their Subsidiaries, and no assurances can be given that such Projections will be realized, and although reflecting the Loan Parties’ Borrowers' good faith estimate, projections or forecasts based on methods and assumptions which the Loan Parties Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Sources: Credit Agreement (Model N, Inc.)