Sustainability-Related Information. (a) The Borrower acknowledges and agrees that the Administrative Agent and the Lenders may rely, without independent verification, upon the accuracy, adequacy and completeness of the Sustainability-Related Information (x) furnished by the Borrower or its Affiliates to the Administrative Agent or any Lender or approved by the Borrower for use in connection with this Agreement and that neither the Administrative Agent nor any Lender assumes any responsibility or has any liability therefor or has an obligation to conduct any appraisal of any Sustainability-Related Information.
(b) The Borrower shall:
(i) within ten (10) Business Days after the Borrower’s determination that there was a Sustainability Certificate Inaccuracy, deliver written notice to the Administrative Agent thereof;
(ii) promptly notify the Administrative Agent and the Lenders of (A) any material change in the Borrower’s sustainability strategy or initiatives or its internal policies related to sustainability, including any relevant comments or changes from a third party opinion provider, consultant or auditor, (B) if any Sustainability-Related Information furnished by the Borrower or any of its Affiliates to the Administrative Agent or any Lender or approved by the Borrower or its Affiliates is or becomes, to the knowledge of the Borrower, inaccurate, untrue, incomplete or misleading in any material respect and (C) the appointment of any successor Sustainability Verification Provider; and
(iii) supplement the Sustainability-Related Information promptly from time to time to ensure that the representations and warranties made under Section 5.26 are true, correct and complete in all material respects as of the date when such Sustainability-Related Information is supplemented and/or the representations and warranties are deemed to be made; provided that it is understood and agreed that any breach of this Section 6.17(b) shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any Credit Extension.
Sustainability-Related Information. All information about the Borrower’s emissions data that is provided as required for the Sustainability Metric and any thresholds or targets with respect thereto, which have been or may be provided to the Administrative Agent, the Sustainability Structuring Agent or any Lender by or on behalf of it, or which have been or may be approved by it (collectively, including the Sustainability Metric Annual Certificate and any Sustainability Reports, the “Sustainability-Related Information”), is, to the knowledge of the Borrower, true and accurate in all material respects as of the date it is provided or approved and as of the date (if any) of which it is stated. It is understood and agreed that any breach of this Section 5.26 shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any Credit Extension.
Sustainability-Related Information. All information about the Borrower’s sustainability initiatives or strategy, including, without limitation, the KPI Metrics and any targets with respect thereto, which have been or may be provided to the Administrative Agent, the Sustainability Structuring Agent or any Lender by or on behalf of it, or which have been or may be approved by it (collectively, including the Sustainability Certificate, the “Sustainability-Related Information”), is true and accurate in all material respects as of the date provided or approved and as of the date (if any) of which it is stated. These representations and warranties are deemed to be made by the Borrower daily by reference to the facts and circumstances then existing commencing on the Effective Date and continuing until this Agreement terminates; provided that any breach of this Section 3.32 shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any advance.
Sustainability-Related Information. The Borrower agrees to furnish the Agent (and the Borrower authorizes the Agent to furnish to the Lenders) with all Sustainability-Related Information and to provide such access to the directors, officers, employees and advisers of the Borrower and its Affiliates (together “Representatives”), in each case as the Agent may reasonably request. In addition, the Borrower shall ensure that the Representatives are available, upon the Agent’s reasonable request, to discuss the Sustainability-Related Information. The Borrower acknowledges and agrees that the Agent and the Lenders may rely, without independent verification, upon the accuracy, adequacy and completeness of the Sustainability-Related Information furnished by the Borrower or its Affiliates to the Agent or approved by the Borrower for use in connection with this Agreement and that neither the Agent nor any Lender assumes any responsibility or has any liability therefor or has an obligation to conduct any appraisal of any Sustainability-Related Information.
Sustainability-Related Information. All information about its sustainability initiatives or strategy, including, without limitation, the KPI Metrics and any thresholds or targets with respect thereto, which have been or may be provided to the Administrative Agent, the Sustainability Structuring Agent or any Lender by or on behalf of the Borrower, or which have been or may be approved by the Borrower (collectively, including the Sustainability Certificate and any Sustainability Reports, the “Sustainability-Related Information”), is true and accurate in all material respects as of the date it is provided or approved and as of the date (if any) of which it is stated. The representations and warranties made pursuant to this Section 6.27 are deemed to be made by the Borrower daily by reference to the facts and circumstances then existing commencing on the Amendment No. 1 Effective Date and continuing until the Obligations hereunder shall be paid and satisfied in full; provided that it is understood and agreed that any breach of this Section 6.27 shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any advance or the issuance of any Letter of Credit.
1.8. A new Section 7.15 is hereby added to the Credit Agreement to read as follows:
Sustainability-Related Information. All information about the sustainability initiatives or strategy of the Borrower, including, without limitation, the KPI Metrics and any thresholds or targets with respect thereto, which have been or may be provided to the Administrative Agent, the Sustainability Structuring Agent or any Lender by or on behalf of it, or which have been or may be approved by it (including the Sustainability Certificate and any Sustainability Reports, collectively, the "Sustainability-Related Information"), is true and accurate in all material respects as of the date it is provided or approved and as of the date (if any) of which it is stated. It is understood and agreed that any breach of this Section 5.16 shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any advance or the issuance of any Letter of Credit.
Sustainability-Related Information. All information about the Borrower’s or the Parent’s sustainability initiatives or strategy, including, without limitation, the Average HERS Score and any thresholds or targets with respect thereto, which have been or may be provided to Administrative Agent, the Sustainability Agent or any Lender by or on behalf of it, or which have been or may be approved by it (collectively, including the Sustainability Certificate, the “Sustainability-Related Information”), is, to the knowledge of the Borrower and the Parent, true and accurate in all material respects as of the date it is provided or approved and as of the date (if any) on which it is stated. It is understood and agreed that any unintentional breach of this Section 6.1(aa) (in respect of which no Loan Party or Subsidiary or any of their respective Responsible Officers had knowledge) shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any advance or the issuance of any Letter of Credit.
Sustainability-Related Information. The Borrower agrees to furnish the Administrative Agent, the Sustainability Agent and the Lenders with all Sustainability-Related Information reasonably related to the HERS Score methodology, any HERS Threshold or HERS Target, the Sustainability Fee Adjustment or the Sustainability Rate Adjustment hereunder, and to provide such access to the directors, officers, employees and advisers of the Parent, the Borrower and their respective Affiliates (together “Representatives”), in each case as the Administrative Agent, the Sustainability Agent or any Lender may reasonably request. In addition, the Borrower shall ensure that the Representatives are available, upon the Administrative Agent’s, the Sustainability Agent’s or any Lxxxxx’s reasonable request, to discuss the Sustainability-Related Information.
Sustainability-Related Information. All information about the Company’s sustainability initiatives or strategy, including, without limitation, the KPI Metrics and any thresholds or targets with respect thereto, which have been or may be provided in writing to the Administrative Agent, the Sustainability Structuring Agent or any Lender by or on behalf of it, or which have been or may be approved by it (collectively, including any KPI Compliance Certificate, the “Sustainability-Related Information”), is true and accurate in all material respects as of the date it is provided or approved and as of the date (if any) of which it is stated; provided that it is understood and agreed that any breach of this Section 3.15 shall not constitute a Default or Event of Default.
Sustainability-Related Information. Each Borrower hereby represents and warrants to the Lenders that all written and formally-presented information about its sustainability initiatives or strategy with respect to the SPT Metrics, Alternative SPT Metrics, and any targets with respect thereto, which has been provided to the Administrative Agent, the Co-Lead Sustainability Structuring Agents or any Lender by or on behalf of it (collectively, including the ESG Certificate, the "Sustainability-Related Information"), is true and accurate in all material respects as of the date it is provided or, if different, the date (if any) of which it is stated. These representations and warranties are deemed to be made by each Borrower as of the First Amendment Effective Date, the date of each extension of credit hereunder following the First Amendment Effective Date and as of the last day of each Fiscal Quarter commencing on the last day of the Fiscal Quarter in which the First Amendment Effective Date falls and continuing until this agreement terminates; provided that it is understood and agreed that any breach of this Section 10.1(s) shall not constitute a Default or Event of Default or otherwise result in the failure of any condition precedent to any advance.
