Common use of Company Additional Written Communications Clause in Contracts

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation and warranty shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has prepared, not made, used, authorizeddistributed or authorized any person to make, approved use or distributed distribute on its behalf, and will not prepare, make, use, authorizedistribute, approve or authorize any person to make, use or distribute on its behalf, any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, ; it being acknowledged understood and agreed that any the only such written information is as set forth furnished by the Initial Purchasers consists of the information described in Section 8(b) hereto).

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and and, without the prior written consent of the Representatives, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications listed on Annex III attached hereto, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company or the Initial Guarantors in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in the Pricing Disclosure Package or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their respective agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged which information with respect to the matters covered in clause (i) and agreed that any such written information (ii) above is as set forth specified in Section 8(b) hereto).

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and and, without the prior written consent of the Representative, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications listed on Annex III attached hereto, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company or the Initial Guarantors in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in the Pricing Disclosure Package or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, Guarantors nor any of their respective agents and representatives has have prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company and Guarantors or their respective agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their respective agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation and warranty shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a4(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives (which does not, for avoidance of doubt, include the Initial Purchasers) pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither None of the Company, the Guarantors, Vital Parties nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a)) herein. Each such communication by the Company, the Guarantors, Vital Parties or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and will not at the Closing Date will notDate, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a)) hereof. Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged . Each Company Additional Written Communication does not conflict with the information contained in the Pricing Disclosure Package and agreed that any such written information is as set forth in Section 8(b) heretothe Final Offering Memorandum.

Company Additional Written Communications. Neither the Company, the Guarantors, Company nor any of their agents and representatives Guarantor has prepared, made, used, authorized, approved or distributed distributed, or directed their agents or representatives to do any of the foregoing, and neither the Company nor any Guarantor will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), ) when taken together with the Pricing Disclosure Package, did not not, as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided provided, that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Mxxxxxx Lxxxx, or its agents, expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither None of the Company, the Guarantors, Laredo Parties nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a)) herein. Each such communication by the Company, the Guarantors, Laredo Parties or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and will not at the Closing Date will notDate, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, Guarantors nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged understood and agreed that any the only such written information is consists of the information as set forth in Section 8(b) heretohereof.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, (iii) the documents listed on Annex I and (iiiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause clauses (iii) and (iv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and and, without the consent of the Representative, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation ‌ ​ ​ representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, Company nor the Guarantors, nor any of their agents and representatives Guarantors has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, or their agents and representatives Guarantors pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication (as defined in Rule 405 under the Securities Act) that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a3(c). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, (iii) the documents listed on Annex I and (iiiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause clauses (iii) and (iv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) heretoInformation.

Company Additional Written Communications. Neither the Company, the Guarantors, Company nor any of their agents and representatives Acquired Business has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities Notes other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each No such communication by the Company, the Guarantors, Acquired Businesses or their respective agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not contained as of the Time of Sale, and or at the Closing Date will notcontain, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, Guarantors nor any of their agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any the only such written information is furnished by the Initial Purchasers as set forth aforesaid consists of the information described as such in Section 8(b) heretohereof.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives Guarantors has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives BofAS expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives (other than the Initial Purchasers, in their capacity as such) pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, Parent Guarantor nor any of their agents and representatives has (other than the Underwriters, in their capacity as such) have prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure PackageRegistration Statement, (ii) the Final Offering Memorandum General Disclosure Package, (iii) the Prospectus, (iv) any Issuer Free Writing Prospectus reviewed and consented to by the Representatives and listed on Schedule B hereto and (iiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a3(m). Each such communication by the Company, Company and the Guarantors, Parent Guarantor or their agents and representatives (other than the Underwriters, in their capacity as such) pursuant to clause (iiiv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing General Disclosure Package, did not as of the Time of SaleApplicable Time, and at the Closing Date Time will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information Underwriter Information furnished to the Company in writing by or on behalf of any Initial Purchaser Underwriter through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications (for the avoidance of doubt, including any Road Show Communication), in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, Guarantors nor any of their respective agents and representatives has prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, Company and the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications (for the avoidance of doubt, including any Road Show Communication), in each case, used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Circular and (iii) any electronic road show or other “written communications, ” (as defined in Rule 405 under the Securities Act) in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in the Pricing Disclosure Package, the Final Offering Circular or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other “written communications, ” (as defined in Rule 405 under the Securities Act) in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in the Pricing Disclosure Package, the Final Offering Memorandum or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and and, without the prior written consent of the Representatives, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities Notes other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications listed on Annex II attached hereto, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date and any Option Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in the Pricing Disclosure Package or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”). Each such Company Additional Written Communication, when taken together with the Pricing Disclosure Package, did not as of the Time of SaleInitial Sale Time, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation and warranty shall . The preceding sentence does not apply to statements in or omissions from each such Company Additional Written Communication made in reliance the Disclosure Package or the Final Offering Memorandum based upon and in conformity with written information furnished to the Company in writing or the Guarantors by or on behalf of any Initial Purchaser through the Representatives expressly specifically for use in any Company Additional Written Communicationtherein, it being acknowledged understood and agreed that the only such information furnished by any Initial Purchaser through the Representatives consists of the information described as such written information is as set forth in Section 8(b) hereto9 hereof.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Initial Guarantor have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a)) hereof. Each such communication by the Company, Company and the Guarantors, Initial Guarantor or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged . Each Company Additional Written Communication does not conflict with the information contained in the Pricing Disclosure Package and agreed that any such written information is as set forth in Section 8(b) heretothe Final Offering Memorandum.

Company Additional Written Communications. Neither the CompanyThe Issuer, the Guarantors, nor any of their agents Company and representatives has the Guarantors have not prepared, made, used, authorized, approved or distributed and and, without the consent of the Representative, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Issuer, the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company and the Issuer in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither the Company, the Guarantors, nor any of their agents and representatives The Company has not prepared, made, used, authorized, approved or distributed and and, without the prior written consent of the Representatives, will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum and (iii) any electronic road show or other written communicationscommunications listed on Annex II attached hereto, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Company or their its agents and representatives pursuant to clause (iii) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company or the Initial Guarantors in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in the Pricing Disclosure Package or any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, (iii) the documents listed on Annex I and (iiiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause clauses (iii) and (iv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives Representative expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, (iii) the documents listed on Annex I and (iiiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause clauses (iii) and (iv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date will not, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any the Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.

Company Additional Written Communications. Neither The Company and the Company, the Guarantors, nor any of their agents and representatives has Guarantors have not prepared, made, used, authorized, approved or distributed and will not prepare, make, use, authorize, approve or distribute any written communication that constitutes an offer to sell or solicitation of an offer to buy the Securities other than (i) the Pricing Disclosure Package, (ii) the Final Offering Memorandum Memorandum, (iii) the documents listed on Annex I and (iiiiv) any electronic road show or other written communications, in each case, case used in accordance with Section 3(a). Each such communication by the Company, the Guarantors, Guarantors or their agents and representatives pursuant to clause clauses (iii) and (iv) of the preceding sentence (each, a “Company Additional Written Communication”), when taken together with the Pricing Disclosure Package, did not as of the Time of Sale, and at the Closing Date and at the Additional Closing Date, as the case may be, will not, contain include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that this representation representation, warranty and warranty agreement shall not apply to statements in or omissions from each such Company Additional Written Communication made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of any Initial Purchaser through the Representatives expressly for use in any Company Additional Written Communication, it being acknowledged and agreed that any such written information is as set forth in Section 8(b) hereto.