Common use of Accuracy of Information, etc Clause in Contracts

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

Appears in 10 contracts

Samples: Credit Agreement (B&G Foods, Inc.), Credit Agreement (B&G Foods, Inc.), Credit Agreement (B&G Foods, Inc.)

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

Appears in 5 contracts

Samples: Intercreditor Agreement (Wynn Las Vegas LLC), Credit Agreement (Wynn Resorts LTD), Credit Agreement (Wynn Resorts LTD)

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

Appears in 3 contracts

Samples: Lien Credit Agreement (Powerschool Holdings, Inc.), Bridge Loan Credit Agreement (Powerschool Holdings, Inc.), Credit Agreement (Powerschool Holdings, Inc.)

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

Appears in 2 contracts

Samples: Credit Agreement (Emerald Holding, Inc.), Credit Agreement (Emerald Expositions Events, Inc.)

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

Appears in 2 contracts

Samples: Credit Agreement (Mueller Water Products, Inc.), Term Loan Credit Agreement (Mueller Water Products, Inc.)

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

Appears in 1 contract

Samples: Credit and Guaranty Agreement (FTT Holdings, Inc.)

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

Appears in 1 contract

Samples: Credit Agreement (B&G Foods, Inc.)

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

Appears in 1 contract

Samples: Credit Agreement (GNC Holdings, Inc.)

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

Appears in 1 contract

Samples: Third Amendment Agreement (KAR Auction Services, Inc.)

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

Appears in 1 contract

Samples: Credit Agreement (Syniverse Technologies Inc)

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

Appears in 1 contract

Samples: Term Loan Agreement (Horizon Lines, Inc.)

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