(a) All written information furnished to either Agent or any Lender and all other information presented to either Agent or any Lender in due diligence sessions, in each case, by the Borrower or any of its representatives (other than projections (if any)) is, when taken as a whole, complete and correct in all material respects and does not, when taken as a whole, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained herein or therein not misleading in light of the circumstances under which such statements were made and (b) any projections made available to either Agent or any Lender by the Borrower or any of its representatives have been prepared in good faith based upon assumptions believed by the Borrower to be reasonable at the time furnished (it being understood that such projections are not to be viewed as facts and are subject to significant uncertainties and contingencies, any of which are beyond the Borrower’s control, and that no assurance can be given that any particular projection will be realized, that actual results may differ from projected results and that such differences may be material). The Borrower has disclosed to the Agents and the Lenders all agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, could be reasonably be expected to result in a Material Adverse Effect.