Common use of Complete Disclosure Clause in Contracts

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) furnished by or on behalf of Parent or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) hereafter furnished by or on behalf of Parent or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23, 2020 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s good faith estimate, on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized).

Appears in 2 contracts

Samples: Credit Agreement (Golden Nugget Online Gaming, Inc.), Credit Agreement (Golden Nugget Online Gaming, Inc.)

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Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s the Borrowers’ industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, the Acquisition Documents, the Indenture Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s the Borrowers’ industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (for purposes of or in connection with this Agreement or the other than Projections) Loan Documents will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23September 10, 2020 represent2009, and as of the date on which any other Projections are delivered to Agent, such additional Projections representin each case in connection with this Agreement or any of the other Loan Documents, Parent’s and Borrower’s were, or when delivered shall be, prepared in good faith estimate, on the date such Projections are delivered, basis of Parent’s information and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent the Loan Parties’ and Borrower their Subsidiaries’ to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and that actual results may differ in a material manner from such Projections).

Appears in 2 contracts

Samples: Credit Agreement (Stream Global Services, Inc.), Credit Agreement (Stream Global Services, Inc.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information information, forward-looking pro formas, and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) ), taken as a whole, furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information information, forward-looking pro formas and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) ), taken as a whole, hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23January 24, 2020 2013 in contemplation of the Transactions represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s Borrowers’ good faith estimate, on the date such Projections are delivered, of Parent’s the Loan Parties’ and its Restricted their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and that actual results may differ in a material manner from such Projections).

Appears in 2 contracts

Samples: Credit Agreement (Jack Cooper Holdings Corp.), Credit Agreement (Jack Cooper Logistics, LLC)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to the Agent or any Lender and the Lenders (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to the Agent or any Lender (other than Projections) and the Lenders will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections most recently delivered to the Agent on March 23, 2020 and the Lenders represent, and as of the date on which any other Projections are delivered to Agentthe Agent and the Lenders, such additional Projections represent, the Parent’s and Borrower’s good faith estimate, on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ the future performance of a Loan Party or any of its Subsidiaries for the periods covered thereby based upon assumptions believed by the Parent and Borrower to be reasonable at the time of the delivery thereof to the Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized)Lenders.

Appears in 2 contracts

Samples: Purchase Money Loan and Security Agreement (SAExploration Holdings, Inc.), Credit and Security Agreement (SAExploration Holdings, Inc.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (for purposes of or in connection with this Agreement or the other than Projections) Loan Documents, or the transactions contemplated hereby or thereby, will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 234, 2020 2013 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s good faith estimate, on the date such Projections are delivered, of Parent’s the Loan Parties’ and its Restricted their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and may differ materially from projected or estimated results).

Appears in 2 contracts

Samples: Credit Agreement (Q2 Holdings, Inc.), Credit Agreement (Q2 Holdings, Inc.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industryBorrowers’ industry and historical information related to the Bargaining Unit Defined Benefit Plan Calculation Error provided prior to February 9, 2015) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent the Lenders on March 23, 2020 the date hereof represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s Borrowers’ good faith estimate, on the date such Projections are delivered, of Parent’s the Loan Parties’ and its Restricted their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized)Lenders.

Appears in 2 contracts

Samples: Possession Term Loan Agreement (Colt Finance Corp.), Possession Term Loan Agreement (Colt Finance Corp.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (for purposes of or in connection with this Agreement or the other than Projections) Loan Documents or the transactions contemplated hereby or thereby will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23February 10, 2020 2011 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s good faith estimate, on the date such Projections are delivered, of Parent’s the Loan Parties’ and its Restricted their Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and that actual results may differ in a material manner from such Projections).

Appears in 2 contracts

Samples: Credit Agreement (Jda Software Group Inc), Credit Agreement (Jda Software Group Inc)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrowereach Loan Party’s industry) furnished by or on behalf of Parent or any of its Restricted Subsidiaries a Loan Party in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrowereach Loan Party’s industry) hereafter furnished by or on behalf of Parent or any of its Restricted Subsidiaries a Loan Party in writing to Agent or any Lender (for purposes of or in connection with this Agreement or the other than Projections) Loan Documents, will be, be true and accurate, in all material respects, on the date as of which such information is dated or certified (or if different, the date as of which such information is dated) and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23August 12, 2020 2010 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s Loan Parties’ good faith estimate, only on the date such Projections are delivereddelivered (or if different, the date as of which such information is dated), of Parent’s and its Restricted SubsidiariesLoan Parties’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower Loan Parties to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted SubsidiariesLoan Parties, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and that actual results may differ in a material manner from such Projections).

Appears in 1 contract

Samples: Credit Agreement (Avid Technology, Inc.)

Complete Disclosure. All factual information (taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrywhole) furnished by or on behalf of Parent Borrower or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such written factual information (taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrywhole) hereafter furnished by or on behalf of Parent Borrower or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered On the Restatement Date, with respect to Agent on March 23, 2020 representthe Initial Business Plan, and as of the date on which any other Projections are delivered prepared for delivery to Agent, with respect to such additional Projections, the Borrower represents and warrants that such Projections represent, Parent’s and Borrower’s were prepared in good faith estimate, based on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (preparation thereof, it being understood that (without limiting Borrower’s obligations hereunder relating to or based on such Projections projections) such projections are subject to significant uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted SubsidiariesBorrower’s control, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances warranty can be given that such Projections the projections will be realized).

Appears in 1 contract

Samples: Loan and Security Agreement (Sharper Image Corp)

Complete Disclosure. All factual information (taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrywhole) furnished by or on behalf of Parent Borrower or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or Agreement, the other Loan Documents, or any transaction contemplated herein or therein is, and all other such written factual information (taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrywhole) hereafter furnished by or on behalf of Parent Borrower or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered On the Closing Date, with respect to Agent on March 23, 2020 representthe Initial Business Plan, and as of the date on which any other Projections are delivered prepared for delivery to Agent, with respect to such additional Projections, the Borrower represents and warrants that such Projections represent, Parent’s and Borrower’s were prepared in good faith estimate, based on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (preparation thereof, it being understood that (without limiting Borrower's obligations hereunder relating to or based on such Projections projections) such projections are subject to significant uncertainties and contingencies, many of which are beyond the control of Parent and its Restricted SubsidiariesBorrower's control, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances warranty can be given that such Projections the projections will be realized).

Appears in 1 contract

Samples: Loan and Security Agreement (Sharper Image Corp)

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Complete Disclosure. All factual information taken as a whole (other than budgets, estimates, forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than budgets, estimates, forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections most recently delivered to Agent on March 23, 2020 Lender represent, and as of the date on which any other Projections are delivered to AgentLender, such additional Projections represent, Parent’s and Borrower’s each Borrowers’ good faith estimate, on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ the future performance of a Loan Party or any of its Subsidiaries for the periods covered thereby based upon assumptions believed by Parent and Borrower Borrowers to be reasonable at the time of the delivery thereof to Agent Lender (it being understood by Lender that such Projections projections of future events are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, and that actual results during the period or periods covered by such Projections may differ vary significantly from the projected results, and that no assurances can be given that such Projections will be realized).

Appears in 1 contract

Samples: Credit and Security Agreement (Differential Brands Group Inc.)

Complete Disclosure. All factual information taken as a whole (other than budgets, estimates, forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than budgets, estimates, forward-looking information and projections and information of a general economic nature and general information about Borrower’s industrythe industry of a Loan Party or any of its Subsidiaries) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections most recently delivered to Agent on March 23, 2020 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s each Borrowers’ good faith estimate, on the date such Projections are delivered, of Parent’s and its Restricted Subsidiaries’ the future performance of a Loan Party or any of its Subsidiaries for the periods covered thereby based upon assumptions believed by Parent and Borrower Borrowers to be reasonable at the time of the delivery thereof to Agent (it being understood by Agent and Lenders that such Projections projections of future events are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, and that actual results during the period or periods covered by such Projections may differ vary significantly from the projected results, and that no assurances can be given that such Projections will be realized).

Appears in 1 contract

Samples: Credit and Security Agreement (Differential Brands Group Inc.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) Lender, in each case, when taken together with the Borrower’s filings with the SEC, will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23December 21, 2020 2010 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections represent, Parent’s and Borrower’s good faith estimate, on the date such Projections are delivered, of Parent’s the Loan Parties’ and its Restricted their Subsidiaries’ future performance performance, taken as a whole, for the periods covered thereby based upon assumptions believed by Parent and Borrower to be reasonable at the time of the delivery thereof to Agent (it being understood that such Projections are subject to uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and that actual results may differ in a material manner from such Projections).

Appears in 1 contract

Samples: Credit Agreement (American Pacific Corp)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any material fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23February 13, 2020 2018 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections representProjections, Parent’s and Borrower’s were prepared in good faith estimate, on the date such Projections are deliveredbasis of the assumptions stated therein, of Parent’s and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon which assumptions were believed by Parent and Borrower to be reasonable by the Parent at the time of made and at the delivery thereof to Agent time so furnished (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and although reflecting Borrowers’ good faith estimate, projections or forecasts based on methods and assumptions which Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Samples: Syndicated Facility Agreement (Cleveland-Cliffs Inc.)

Complete Disclosure. All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (including all information contained in the Schedules hereto or in the other Loan Documents, but excluding Projections) for purposes of or in connection with this Agreement or the other Loan Documents, and all other such written factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about Borrower’s Borrowers’ industry) hereafter furnished by or on behalf of Parent a Loan Party or any of its Restricted Subsidiaries in writing to Agent or any Lender (other than Projections) will be, true and accurate, in all material respects, on the date as of which such information is dated or certified and not incomplete by omitting to state any material fact necessary to make such information (taken as a whole) not misleading in any material respect at such time in light of the circumstances under which such information was provided. The Projections delivered to Agent on March 23February 19, 2020 2015 represent, and as of the date on which any other Projections are delivered to Agent, such additional Projections representProjections, Parent’s and Borrower’s were prepared in good faith estimate, on the date such Projections are deliveredbasis of the assumptions stated therein, of Parent’s and its Restricted Subsidiaries’ future performance for the periods covered thereby based upon which assumptions were believed by Parent and Borrower to be reasonable by the Parent at the time of made and at the delivery thereof to Agent time so furnished (it being understood that such Projections are subject to significant uncertainties and contingencies, many of which are beyond the control of Parent the Loan Parties and its Restricted their Subsidiaries, that actual results during the period or periods covered by such Projections may differ significantly from the projected results, and that no assurances can be given that such Projections will be realized, and although reflecting Borrowers’ good faith estimate, projections or forecasts based on methods and assumptions which Borrowers believed to be reasonable at the time such Projections were prepared, are not to be viewed as facts, and that actual results during the period or periods covered by the Projections may differ materially from projected or estimated results).

Appears in 1 contract

Samples: Syndicated Facility Agreement (Cliffs Natural Resources Inc.)

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