Common use of No Material Misstatements Clause in Contracts

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry nature) (the “Information”) concerning the Parent and its Subsidiaries, and the transactions contemplated hereby prepared by or on behalf of the foregoing or their representatives and made available to any Lenders or any Agent in connection with the transactions contemplated hereby, when taken as a whole, was true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Date and did not, taken as a whole, contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, not materially misleading in light of the circumstances under which such statements were made. (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower or any of their respective representatives and that have been made available to any Lenders or any Agent in connection with the transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable as of the date thereof (it being understood that actual results may vary materially from the Projections), as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Date, and (ii) as of the Effective Date, have not been modified in any material respect by the Parent or the Borrower.

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry nature) (the “Information”) concerning the Parent and Company, its Subsidiaries, the Transactions and the any other transactions contemplated hereby included in the Information Memorandum or otherwise prepared by or on behalf of the foregoing or their representatives and made available to any Lenders or any the Administrative Agent in connection with the Transactions or the other transactions contemplated hereby, when taken as a whole, was were true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Closing Date and did not, taken as a whole, not contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, therein not materially misleading in light of the circumstances under which such statements were made. (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower Borrowers or any of their respective representatives and that have been made available to any Lenders or any the Administrative Agent in connection with the Transactions or the other transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower Borrowers to be reasonable as of the date thereof (it being understood that actual results may vary materially from the Projections)thereof, as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Closing Date, and (ii) as of the Effective Closing Date, have not been modified in any material respect by the Parent or the BorrowerBorrowers.

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry specific nature) (the “Information”) concerning the Parent Borrower and its Subsidiaries, Subsidiaries and the transactions contemplated hereby Transactions included in the Lender Presentation or otherwise prepared by or on behalf of the foregoing Borrower and provided to the Administrative Agent by or their representatives and made available to any Lenders or any Agent on behalf of the Borrower in connection with the transactions contemplated herebyTransactions, when taken as a whole, was true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Date and did notAdministrative Agent, and, when taken as a whole, did not contain any untrue statement of a material fact as of any such date or omit to state a any material fact necessary in order to make the statements contained therein, taken as a whole, therein not materially misleading in light of the circumstances under which such statements were made, after giving effect to any supplement thereto provided by or on behalf of the Borrower. (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower or any of their respective its representatives and that have been made available to any Lenders or any the Administrative Agent in connection with the Transactions or the other transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable as of the date thereof such Projections were furnished to the Administrative Agent (it being understood that such projections are not to be viewed as facts and that actual results may vary materially from the Projectionssuch projections), as of the date such Projections and estimates were furnished to the Lenders and as . (c) As of the Effective Date, and (ii) as of the information included in the Beneficial Ownership Certification provided prior to the Effective Date, have not been modified Date to any Lender in any connection with this Agreement is true and correct in all material respect by the Parent or the Borrowerrespects.

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry nature) (the “Information”) concerning the Parent and its Subsidiaries, and the transactions contemplated hereby prepared by or on behalf of the foregoing or their representatives and made available to any Lenders or any Agent in connection with the transactions contemplated hereby, when taken as a whole, was true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Date and did not, taken as a whole, contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, not materially misleading in light of the circumstances under which such statements were made.. ​ -74- ​ ​ ​ (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower or any of their respective representatives and that have been made available to any Lenders or any Agent in connection with the transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable as of the date thereof (it being understood that actual results may vary materially from the Projections), as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Date, and (ii) as of the Effective Date, have not been modified in any material respect by the Parent or the Borrower.

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry nature) (the “Information”) concerning Holdings, the Parent and its SubsidiariesBorrower, the Subsidiaries and the transactions contemplated hereby by this Agreement prepared by or on behalf of the foregoing or their representatives and made available to any Lenders or any the Administrative Agent in connection with the transactions contemplated hereby, when taken as a whole, was true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Closing Date and did not, taken as a whole, contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, not materially misleading in light of the circumstances under which such statements were made. (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower or any of their respective its representatives and that have been made available to any Lenders or any the Administrative Agent in connection with the transactions contemplated hereby by this Agreement (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable as of the date thereof (it being understood that actual results may vary materially from the Projectionssuch Projections and estimates), as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Closing Date, and (ii) as of the Effective Closing Date, have not been modified in any material respect by the Parent or the Borrower.

No Material Misstatements. (a) All As of the Closing Date only, all written information (other than the Projections, estimates other forward looking information and information of a general economic nature or general industry specific nature) (the “Information”) concerning Holdings, the Parent and Borrower, its Subsidiaries, Subsidiaries and the transactions contemplated hereby Transactions included in the information memorandum or otherwise prepared by or on behalf of the foregoing or their representatives and made available available, by or on behalf of Holdings or the Borrower, to the Lead Arranger, any Lenders or any the Administrative Agent in connection with the Transactions or any other transactions contemplated hereby, when taken as a whole, was were true and correct in all material respects, respects as of the date such Information was furnished to the Lenders or any Agent Closing Date and does not as of the Effective Date and did not, taken as a whole, such date contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, therein not materially misleading in light of the circumstances under which such statements were made. (b) The Projections and estimates and information of a general economic nature prepared by or on behalf of furnished to the ParentLead Arranger, the Borrower Administrative Agent or any of their respective representatives and that have been made available to any the Lenders or any Agent in connection with the transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable at the time made, as of the date thereof the Projections were furnished to the Lead Arranger, the Administrative Agent or the Lenders and as of the Closing Date (it being understood that actual results may vary materially from the Projections), as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Date, and (ii) as of the Effective Date, have not been modified in any material respect by the Parent or the Borrowerthat such variations may be material).

No Material Misstatements. (a) All written information (other than the Projections, estimates and information of a general economic nature or general industry nature) (the “Information”) concerning the Parent and its Subsidiaries, and the transactions contemplated hereby prepared by or on behalf of the foregoing or their representatives and made available to any Lenders or any Agent in connection with the transactions contemplated hereby, when taken as a whole, was true and correct in all material respects, as of the date such Information was furnished to the Lenders or any Agent and as of the Effective Date and did not, taken as a whole, contain any untrue statement of a material fact as of any such date or omit to state a material fact necessary in order to make the statements contained therein, taken as a whole, not materially misleading in light of the circumstances under which such statements were made. (ba) The Projections and estimates and information of a general economic nature prepared by or on behalf of the Parent, the Borrower or any of their respective representatives and that have been made available to any Lenders or any Agent in connection with the transactions contemplated hereby (i) have been prepared in good faith based upon assumptions believed by the Parent, the Borrower to be reasonable as of the date thereof (it being understood that actual results may vary materially from the Projections), as of the date such Projections and estimates were furnished to the Lenders and as of the Effective Date, and (ii) as of the Effective Date, have not been modified in any material respect by the Parent or the Borrower.