Disclosure; No Material Misstatements. Borrower has disclosed or made available for disclosure to Administrative Agent and the Lenders all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, would reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other information furnished by or on behalf of Borrower or any Subsidiary to Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished), when taken as a whole, contain any material misstatement of fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; provided that with respect to projected financial information, each Obligor represents only that such information was prepared in good faith based on assumptions believed by management of the Obligors to be reasonable at the time prepared (it being recognized by the Administrative Agent and the Lenders that such projections by their nature are not to be viewed as fact and are subject to uncertainties and contingencies, many of which are beyond the control of each Obligor; that no assurances can be given that such projections will be realized; and that actual results may differ in a material manner from such projections).
Appears in 5 contracts
Sources: Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc)
Disclosure; No Material Misstatements. The Borrower has disclosed or made available for disclosure to the Administrative Agent and the Lenders all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, would could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other information furnished by or on behalf of the Borrower or any Subsidiary to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished)) contains any material misstatement of fact or, when taken as a whole, contain any material misstatement of fact or omit omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that that, with respect to projected financial information, each Obligor other forward-looking information and information of a general economic or general industry nature, the Borrower represents only that such information was prepared in good faith based on upon assumptions believed by management of the Obligors Borrower to be reasonable at the time prepared (such projected financial information was made available, it being recognized by the Administrative Agent and the Lenders understood that such projections by their nature are projected financial information is not to be viewed as fact and are subject to uncertainties and contingencies, many of which are beyond the control of each Obligor; that no assurances can be given that such projections will be realized; facts and that the actual results may differ in a material manner vary materially from such projections)projected financial information.
Appears in 5 contracts
Sources: Revolving Credit Agreement (Southcross Energy Partners, L.P.), Revolving Credit Agreement, Term Loan Credit Agreement
Disclosure; No Material Misstatements. The Borrower has disclosed or made available for disclosure to Administrative Agent and the Lenders Lender all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, would could reasonably be expected to result in a Material Adverse Effect. None To the knowledge of Borrower, taken as a whole, none of the other reports, financial statements, certificates or other information furnished by or on behalf of the Borrower or any Subsidiary to Administrative Agent or any the Lender or any of their its Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished), when taken as a whole, contain ) contains any material misstatement of fact or omit omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that that, with respect to projected financial information, each Obligor prospect information, geological and geophysical data and engineering projections, the Borrower represents only that such information was prepared in good faith based on upon assumptions believed by management of the Obligors to be reasonable at the time prepared (it being recognized by the Administrative Agent and the Lenders that such projections by their nature are not to be viewed as fact and are subject to uncertainties and contingencies, many of which are beyond the control of each Obligor; that no assurances can be given that such projections will be realized; and that actual results may differ in a material manner from such projections)time.
Appears in 2 contracts
Sources: Letter of Credit Facility Agreement (Par Petroleum Corp/Co), Letter of Credit Facility Agreement (Par Petroleum Corp/Co)
Disclosure; No Material Misstatements. The Parent and the Borrower has have disclosed or made available for disclosure to the Administrative Agent and all matters except for matters that could reasonably be expected to be known already by the Lenders all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, would could reasonably be expected to result in a Material Adverse Effect. None of the other written reports, financial statements, certificates or other information written information, taken as a whole, furnished by or on behalf of Borrower or any Subsidiary Parent, the Borrower, the Restricted Subsidiaries and the DevCos to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished)) (other than information of a general industry nature or constituting projections, when taken as a wholeprojected financial information, contain forward-looking information or prospect information) contains any material misstatement of fact or omit omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not materially misleading; provided that that, with respect to projections, projected financial information, each Obligor represents forward-looking information or information regarding future prospects, the Parent and the Borrower represent only that such information was prepared in good faith based on upon assumptions believed by management of the Obligors to be reasonable at the time prepared (it being recognized by the Administrative Agent and the Lenders that such projections by their nature are not to be viewed as fact and are subject to uncertainties and contingencies, many of which are beyond the control of each Obligor; that no assurances can be given that such projections will be realized; and that actual results may differ in a material manner from such projections)time.
Appears in 1 contract
Disclosure; No Material Misstatements. The Borrower and each Subsidiary has disclosed or made available for disclosure to the Administrative Agent and the Lenders all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to itit with respect to the Borrower and the Subsidiaries, that, individually or in the aggregate, would could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other information furnished in writing by or on behalf of the Borrower or any Subsidiary to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished), when taken as a whole, contain ) contains any material misstatement of fact or omit omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not materially misleading; provided that that, with respect to pro forma financial statements and projected financial information, each Obligor the Borrower represents only that such information was prepared in good faith based on upon assumptions believed by management of the Obligors to be reasonable at the time prepared (it being recognized by the Administrative Agent and the Lenders that such projections by their nature are not to be viewed as fact and are subject to uncertainties and contingencies, many of which are beyond the control of each Obligor; that no assurances can be given that such projections will be realized; and that actual results may differ in a material manner from such projections)time.
Appears in 1 contract