Common use of Accuracy of Information; Full Disclosure Clause in Contracts

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank concerning the financial condition of dELiA*s and its consolidated Subsidiaries, including dELiA*s annuax xxxsolidated financial statements for the period enxxx Xanuary 31, 1998, a copy of which has been furnished to Bank, but excluding any projections or forward-looking statements, have been prepared in accordance with GAAP and fairly presents in all material respects the financial condition of dELiA*s and its consolidated Subsidiaries as of the dates and for xxx xeriods covered and discloses all liabilities of dELiA*s and its consolidated Subsidiaries required to be disclosed xx xccordance with GAAP, and there has been no material adverse change in the financial condition or business of dELiA*s and its consolidated Subsidiaries taken as a whole from thx xxxe of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effect. (b) All financial statements and other documents furnished by each Borrower to Bank pursuant to this Agreement and the other Loan Documents (excluding any projections or forward-looking statements) do not and will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not misleading in light of the circumstances in which they were made. There is no fact presently actually known to the Borrowers which has not been disclosed to Bank in writing which materially and adversely affects the Collateral or the business, operations or conditions (financial or otherwise) of the Borrowers.

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank concerning the financial condition of dELiA*s and its Zany Brainy's annual consolidated Subsidiaries, including dELiA*s annuax xxxsolidated financial statements for the period enxxx Xanuary 31ended January 30, 19981999, a copy of which has been furnished to Bank, but excluding any projections or forward-looking statements, have been prepared in accordance with GAAP and fairly presents present in all material respects the financial condition of dELiA*s Zany Brainy and its consolidated Subsidiaries as of the dates and for xxx xeriods the periods covered and discloses disclose all liabilities of dELiA*s Zany Brainy and its consolidated Subsidiaries required to be disclosed xx xccordance in accordance with GAAP, and there has been no material adverse change in the financial condition or business of dELiA*s Zany Brainy and its consolidated Subsidiaries taken as a whole from thx xxxe the date of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effect. (b) Upon its joinder to this Agreement, Xxxx.xxx's most recently delivered financial statements a copy of which have been furnished to Bank, have been prepared in accordance with GAAP and fairly present in all material respects the financial condition of Xxxx.xxx and any consolidated Subsidiaries of Xxxx.xxx as of the dates and for the periods covered and disclose all liabilities of Xxxx.xxx and its consolidated Subsidiaries required to be disclosed in accordance with GAAP, and there has been no material adverse change in the financial condition or business of Xxxx.xxx and any consolidated Subsidiaries of Xxxx.xxx taken as a whole from the date of such statements to the date hereof. (c) All financial statements and other documents furnished by each Borrower to Bank pursuant to this Agreement and the other Loan Documents (excluding any projections or forward-looking statements) do not and will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not misleading in light of the circumstances in which they were made. There is no fact presently actually known to the Borrowers which has not been disclosed to Bank in writing which materially and adversely affects the Collateral or the business, operations or conditions (financial or otherwise) of the Borrowers.

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank Banks concerning the financial condition of dELiA*s Borrower and its consolidated Consolidated Subsidiaries and Communications and its Consolidated Subsidiaries, including dELiA*s annuax xxxsolidated the annual financial statements statement for the period enxxx Xanuary ending December 31, 19981995, a copy and the consolidated unaudited financial statements dated December 31, 1996, copies of which has have been furnished to BankBanks, but excluding any projections or forward-looking statements, have has been prepared in accordance with GAAP and fairly presents in all material respects the financial condition of dELiA*s Borrower and its consolidated Consolidated Subsidiaries and Communications and its Consolidated Subsidiaries as of the dates and for xxx xeriods the periods covered and discloses all liabilities of dELiA*s Borrower and such Consolidated Subsidiaries and Communications and its consolidated Consolidated Subsidiaries required to be disclosed xx xccordance with GAAP, and there has been no material adverse change in the financial condition or business of dELiA*s Borrower and its consolidated Consolidated Subsidiaries taken as a whole and Communications and its Consolidated Subsidiaries from thx xxxe the date of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effect.; and (b) All financial statements and other documents furnished by each Communications and the Borrower to Bank pursuant to the Banks in connection with this Agreement and the other Loan Documents (excluding any projections or forward-looking statements) Notes do not and will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not misleading in light of misleading. Communications and the circumstances in which they were made. There is no fact presently actually known Borrower have disclosed to the Borrowers which has not been disclosed to Bank Banks in writing any and all facts which materially and adversely affects the Collateral or affect the business, properties, operations or conditions (condition, financial or otherwise) , of Communications and the BorrowersBorrower or of Communications and the Borrower and their Subsidiaries, considered as a whole, or Communications' and the Borrower's ability to perform their obligations under this Agreement and the Notes.

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank concerning the financial condition of dELiA*s and its consolidated Subsidiariesstatements, including dELiA*s annuax xxxsolidated financial statements for the period enxxx Xanuary 31any related schedules and notes appended thereto, 1998, a copy of which has been furnished delivered and to Bank, but excluding any projections or forward-looking statements, be delivered to WFPC pursuant to this Agreement have been or will be prepared in accordance with GAAP and do and will fairly presents in all material respects present the financial condition of dELiA*s each Borrower and its consolidated Subsidiaries as of Subsidiaries, if any, on the dates thereof and results of operations for xxx xeriods the periods covered thereby, subject, as applicable, to year end adjustments and discloses all liabilities (including contingent liabilities) of dELiA*s any kind of such Borrower if and its consolidated Subsidiaries to the extent required by GAAP. (b) Since the date of the most recent financial statements furnished to be disclosed xx xccordance with GAAPWFPC, and there has not been no material any adverse change in the financial condition condition, business or business operations of dELiA*s and its consolidated Subsidiaries taken as a whole from thx xxxe of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effectany Borrower. (bc) All financial statements and other statements, documents and information furnished by each Borrower Borrowers, or any of them, to Bank pursuant to WFPC in connection with this Agreement and the other Loan Documents (excluding any projections or forward-looking statements) Note and the transactions contemplated hereunder do not and will not not, taken as a whole, contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not materially misleading in light of the circumstances under which such statements were made (other than any financial forecasts or projections, as to which no representation or warranty is given other than in which they the immediately following sentence). All financial forecasts, financial projections and other forward-looking information delivered to WFPC have been prepared in good faith based on assumptions believed to be reasonable at the time such forecasts, projections or information were madeprepared. There is no fact presently actually known to the Borrowers which Each Borrower has not been disclosed to Bank WFPC in writing any and all facts which materially and adversely affects the Collateral or affect the business, properties, operations or conditions (condition, financial or otherwise) , of such Borrower, or such Borrower’s ability to perform its obligations under this Agreement and the BorrowersNote.

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank Lenders concerning the financial condition and results of dELiA*s and its consolidated Subsidiariesoperations of the Companies, including dELiA*s annuax xxxsolidated the pro forma financial statements for the period enxxx Xanuary Companies on a consolidated basis for the fiscal year ended December 31, 1997 and the interim pro forma financial statements for the Companies on a consolidated basis for the nine months ended September 30, 1998, a copy of which (but not including projections) has been furnished to Bank, but excluding any projections or forward-looking statements, have been prepared in accordance with GAAP (except in the case of the pro forma financial statements delivered to Lenders giving effect to certain integration adjustments as referenced in Paragraph 1.3 hereof) and fairly presents in all material respects the financial condition and results of dELiA*s and its consolidated Subsidiaries operations of the Companies as of the dates and for xxx xeriods the periods covered and discloses all liabilities of dELiA*s and its consolidated Subsidiaries the Companies required to be disclosed xx xccordance in accordance with GAAP, except that interim statements do not have footnotes and are subject to year-end adjustments, and there has been no material adverse change in the financial condition or business of dELiA*s and its consolidated Subsidiaries taken as a whole the Companies from thx xxxe the date of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effect.; and (b) All This Agreement, the Registration Statement and all financial statements (excluding financial projections) and other documents furnished by each Borrower the Companies to Bank Lenders pursuant to this Agreement and the other Loan Documents (excluding any projections or forward-looking statements) Documents, taken together, do not and will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not misleading in light of the circumstances in which they were mademisleading. There is no fact presently actually known The Companies have disclosed to the Borrowers which has not been disclosed to Bank Lenders in writing (including, without limitation, in the Registration Statement) any and all facts which materially and adversely affects would, either singly or in the Collateral or the businessaggregate, operations or conditions (financial or otherwise) of the Borrowershave a Material Adverse Effect.

Accuracy of Information; Full Disclosure. (a) All information furnished to Bank Lender concerning the financial condition of dELiA*s xXXxX*s and its consolidated Subsidiaries, including dELiA*s annuax xxxsolidated xXXxX*s annual consolidated financial statements for the period enxxx Xanuary ended January 31, 19982000, a copy of which has been furnished to BankLender, but excluding any projections or forward-looking statements, have been prepared in accordance with GAAP and fairly presents in all material respects the financial condition of dELiA*s xXXxX*s and its consolidated Subsidiaries as of the dates and for xxx xeriods the periods covered and discloses all liabilities of dELiA*s xXXxX*s and its consolidated Subsidiaries required to be disclosed xx xccordance in accordance with GAAP, and there has been no material adverse change in the financial condition or business of dELiA*s xXXxX*s and its consolidated Subsidiaries taken as a whole from thx xxxe the date of such statements to the date hereof. Bank has received dELiA*s quarterly reports on Form 10-Q for the periods ended April 00, 1998 and July 31, 1998 and the internally prepared financial statements for the nine-month period ended October 31, 1998, and Bank hereby acknowledges that the financial and business condition and results reflected in such reports and financial statements do not in and of themselves constitute a Material Adverse Effect. (b) All financial statements and other documents reports furnished by each Borrower to Bank pursuant to this Agreement and Lender which are or should be filed with the Securities Exchange Commission or any other Loan Documents Governmental Authority (excluding any projections or forward-looking statements) do not and will not contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained herein and therein not misleading in light of the circumstances in which they were made. There is no fact presently actually known to the Borrowers any Borrower which has not been disclosed to Bank Lender in writing which materially and adversely affects the Collateral has or the business, operations or conditions (financial or otherwise) of the Borrowersis reasonably likely to have a Material Adverse Effect.