Common use of Disclosure; No Material Misstatements Clause in Contracts

Disclosure; No Material Misstatements. The Borrower has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted Subsidiaries is subject, and all other matters known to it, that in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, any material misstatement of fact or omitted to state, as of the date delivered, any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time.

Appears in 7 contracts

Samples: Credit Agreement (Atlas Energy, L.P.), Credit Agreement (Atlas Energy, L.P.), Credit Agreement (Atlas Energy, L.P.)

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Disclosure; No Material Misstatements. The As set forth on Schedule 7.11, the Borrower has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted its Subsidiaries is subject, and all other matters known to it, that in each casethat, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted its Subsidiaries to the Administrative Agent, any other Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, contains any material misstatement of fact or omitted omits to state, as of the date delivered, state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time. There is no fact peculiar to the Borrower or any of its Subsidiaries that could reasonably be expected to have a Material Adverse Effect or in the future is reasonably likely to have a Material Adverse Effect and which has not been set forth in this Agreement or the Loan Documents or the other documents, certificates and statements furnished to the Administrative Agent, any other Agent or the Lenders by or on behalf of the Borrower or any of its Subsidiaries prior to, or on, the date hereof in connection with the transactions contemplated hereby.

Appears in 5 contracts

Samples: Credit Agreement (EV Energy Partners, LP), Credit Agreement (EV Energy Partners, LP), Credit Agreement (EV Energy Partners, LP)

Disclosure; No Material Misstatements. (a) The Borrower has disclosed or made available to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it it, or any of the Restricted Subsidiaries other Loan Parties is subject, and all other matters known to it, that in each casethat, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the other reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted Subsidiaries Loan Parties to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnishedfurnished (including, collectivelywith respect to the Information)), the “Information”) containedwhen taken as a whole, as of the date delivered, contains any material misstatement of fact or omitted omits to state, as of the date delivered, state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, misleading as of the Effective Date, the Information does not contain any misstatement of fact date made or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respectdeemed made; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the timetime such financial information was prepared. To the knowledge of the Borrower, there are no statements or conclusions in any Reserve Report which are based upon or include materially misleading information or fail to take into account material information regarding the matters reported therein, it being understood that projections concerning volumes attributable to the Oil and Gas Properties of the Loan Parties and production and cost estimates contained in each Reserve Report are necessarily based upon professional opinions, estimates and projections and that the Loan Parties do not warrant that such opinions, estimates and projections will ultimately prove to have been accurate.

Appears in 5 contracts

Samples: Credit Agreement (Desert Peak Minerals Inc.), Credit Agreement (STR Sub Inc.), Credit Agreement (Sitio Royalties Corp.)

Disclosure; No Material Misstatements. The Parent Guarantor and the Borrower has have disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted its Subsidiaries is subject, and all other matters known to it, that in each casethat, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None Neither the Information Memorandum nor any of the other reports, financial statements, certificates or other written information furnished by or on behalf of the Parent Guarantor or the Borrower or any of the Restricted its Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, contains any material misstatement of fact or omitted omits to state, as of the date delivered, state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Parent Guarantor and the Borrower represents represent only that such Information information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time; provided that the representations regarding Information and Projections in each case, with respect to the Acquisition Properties, shall be limited to the best of the Parent Guarantor’s knowledge.

Appears in 4 contracts

Samples: Credit Agreement (Atlas Resources Public #16-2007 (A) L.P.), Credit Agreement (Atlas Resources Public #18-2008 (A) L.P.), Credit Agreement (Atlas Energy Resources, LLC)

Disclosure; No Material Misstatements. The Borrower Parent has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted Subsidiaries is subject, and all other matters known to it, that in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower Parent or any of the Restricted Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, any material misstatement of fact or omitted to state, as of the date delivered, any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Parent and the Borrower represents represent only that such Information was prepared in good faith based upon assumptions believed by the Parent and the Borrower to be reasonable at the timetime of preparation.

Appears in 4 contracts

Samples: Credit Agreement (Atlas Energy Group, LLC), Credit Agreement (Atlas Energy Group, LLC), Credit Agreement (Atlas Energy Group, LLC)

Disclosure; No Material Misstatements. The Borrower has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted Subsidiaries is subject, and all other matters known to it, that in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted its Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, contains any material misstatement of fact or omitted omits to state, as of the date delivered, state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time. There is no fact peculiar to the Borrower or any of its Subsidiaries that could reasonably be expected to have a Material Adverse Effect or in the future is reasonably likely to have a Material Adverse Effect and which has not been set forth in this Agreement or the Loan Documents or the other documents, certificates and statements furnished to the Administrative Agent or the Lenders by or on behalf of the Borrower or any of its Subsidiaries prior to, or on, the date hereof in connection with the transactions contemplated hereby. There are no statements or conclusions in any Reserve Report which are based upon or include misleading information or fail to take into account material information regarding the matters reported therein.

Appears in 4 contracts

Samples: Credit Agreement (Legacy Reserves Lp), Credit Agreement (Legacy Reserves Inc.), Credit Agreement (Legacy Reserves Lp)

Disclosure; No Material Misstatements. The Borrower has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted Subsidiaries is subject, and all other matters known to it, that in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, any material misstatement of fact or omitted to state, as of the date delivered, any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information information, estimates, budgets or other forward looking information, the Borrower represents only that such Information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time.

Appears in 2 contracts

Samples: Credit Agreement (Atlas Growth Partners, L.P.), Credit Agreement (Atlas Growth Partners, L.P.)

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Disclosure; No Material Misstatements. The Borrower has disclosed to the Administrative Agent Agents and the Lenders all agreements, instruments and corporate or other restrictions to which it it, the Parent or any of the Restricted Subsidiaries is subject, and all other matters known to it, that that, in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Parent, the Borrower or any of the Restricted Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, any material misstatement of fact or omitted to state, as of the date delivered, any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time.

Appears in 1 contract

Samples: Credit Agreement (Titan Energy, LLC)

Disclosure; No Material Misstatements. The Borrower has disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of the Restricted its Subsidiaries is subject, and all other matters known to it, that in each case, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower or any of the Restricted its Subsidiaries to the Administrative Agent or any Lender or any of their Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, as of the date delivered, any material misstatement of fact or omitted to state, as of the date delivered, any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and, as of the Effective Date, the Information does not contain any misstatement of fact or omit to state any fact that would make the Information, taken as a whole and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information was prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time.

Appears in 1 contract

Samples: Credit Agreement (Atlas Energy, L.P.)

Disclosure; No Material Misstatements. The Parent Guarantor and the Borrower has have disclosed to the Administrative Agent and the Lenders Agents all agreements, instruments and corporate or other restrictions to which it or any of the Restricted its Subsidiaries is subject, and all other matters known to itthem, that in each casethat, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of the reports, financial statements, certificates or other oral or written information (other than the Projections, as defined below, other forward-looking information and information of a general economic or industry specific nature) furnished by or on behalf of the Parent Guarantor, the Borrower or any of the Restricted Subsidiaries Subsidiary to the Administrative Agent or any Lender or any of their its Affiliates in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or under any other Loan Document (as modified or supplemented by other information so furnished, collectively, the “Information”) contained, when considered as of the date delivered, a whole contains any material misstatement of fact or omitted omits to state, as of the date delivered, state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and. All financial projections concerning the Borrower and its Subsidiaries, as that have been or will be furnished by or on behalf of the Effective Date, Borrower to the Information does not contain Administrative Agent or any misstatement of fact its Affiliates in connection with the negotiation of this Agreement or omit to state any fact that would make other Loan Document or delivered hereunder or under any other Loan Document (the Information, taken as a whole “Projections”) have been and viewed in the light of the circumstances under which the Information was prepared, misleading in any material respect; provided that, with respect to Information consisting of projected financial information or other forward looking information, the Borrower represents only that such Information was will be prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the timetime made available to such Persons, it being understood that actual results may vary materially from the Projections.

Appears in 1 contract

Samples: Credit Agreement (Hornbeck Offshore Services Inc /La)

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