All factual information heretofore, contemporaneously or hereafter furnished by or on behalf of any Credit Party or any of its Subsidiaries to any Administrative Agent or any Lender for purposes of or in connection with this Agreement or any other Credit Document, or any transaction contemplated hereby or thereby, taken as a whole, is or will be true and accurate in all material respects and not incomplete by omitting to state any material fact necessary to make such information not misleading; provided, that, with respect to projected financial information, the Credit Parties represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time made (it being understood that such projected information may vary from actual results and that such variances may be material) and provided, further, that, for purposes of this representation, such information shall not include information of a general economic or industry nature. There is no fact now known to any Credit Party or any of its Subsidiaries which has, or would reasonably be expected to have, a Material Adverse Effect which fact has not been set forth herein, in the financial statements of such Credit Party and its Subsidiaries furnished to the Administrative Agents and/or the Lenders, or in any certificate, opinion or other written statement made or furnished by such Credit Party to the Administrative Agents and/or the Lenders.

Accuracy and Completeness of Information. All information furnished by or on behalf of any Borrower or Guarantor in writing to Administrative Agent or any Lender in connection with this Agreement or any of the other Financing Agreements or any transaction contemplated hereby or thereby, including all information on the Information Certificate is true and correct in all material respects on the date as of which such information is dated or certified and does not omit any material fact necessary in order to make such information not misleading; provided, that, with respect to projected financial information, Borrowers and Guarantors represent only that such information is prepared in good faith based upon assumptions believed to be reasonable in light of the conditions existing at the time of delivery. The information included in the most recent Beneficial Ownership Certification delivered to Administrative Agent is true and correct in all respects.

#Accuracy and Completeness of Information

No written information, exhibit or report furnished by the Company or any of its Subsidiaries to the Agents or to any Lender in connection with the negotiation of, or compliance with, the Loan Documents, contained any material misstatement of fact or omitted to state a material fact or any fact necessary to make the statements contained therein not misleading in light of the circumstances in which they were made; provided, that, with respect to the projected financial information regarding the Company and its Subsidiaries heretofore delivered to the Lenders in connection with the closing on the Restatement Effective Date, the Company represents that only such information is based on estimates and assumptions considered reasonable by the Company’s management and the best information available to the Company’s management at the time such projected financial information was provided, and uses information consistent with the plans of the Company, it being understood that such financial information is subject to significant uncertainties and contingencies, many of which are beyond the control of the Company and no assurances can be given that the projected results will be realized.

Accuracy of Information. All financial statements, and all books and records and other information relating to the Transferred Assets, which Seller or PTG supplied to Purchaser are true, accurate and complete in all material respects.

Accuracy of Information. All information heretofore furnished by it (including the Master Servicer Reports and its financial statements) to any Investor, any ​ or the Administrative Agent for purposes of or in connection with this Agreement or any transaction contemplated hereby was true, complete and accurate in every material respect, on the date such information is stated or certified, and no such item contains or contained any untrue statement of a material fact or omits or did omit to state a material fact necessary in order to make the statements contained therein, in the light of the circumstances under which (and as of the date) they were made, not misleading.

Accuracy of Information. No written information, exhibit or report furnished by ​ or any of its Subsidiaries to the Agent or to any Lender in connection with the negotiation of, or compliance with the Loan Documents contained any material misstatement of fact or omitted to state a material fact or any fact necessary to make the statements contained therein not misleading.

shall provide to each Lender copies of all information obtained in such regard without any representation or warranty as to its accuracy or completeness.

shall provide to each ​ copies of all information obtained in such regard without any representation or warranty as to its accuracy or completeness.

2.21No Other Representations or Warranties. Except for the representations and warranties expressly set forth in this [Article II] or in the Ancillary Agreements, neither Sellers nor any other Person on behalf of Sellers has made or shall be deemed to have made, and Sellers hereby expressly disclaim and negate, any other express or implied representation or warranty whatsoever (whether at Law (including at common law or by statute) or in equity) with respect to Sellers or the Acquired Companies or any matter relating to any of them, including their respective businesses, affairs, assets, liabilities, financial condition or results of operations, or with respect to the accuracy or completeness of any other information made available to Purchaser or any of its Representatives by or on behalf of Sellers, and any such representations or warranties are expressly disclaimed. Each Seller acknowledges and agrees that, except for the representations and warranties contained in [Article III] or in the Ancillary Agreements, neither Purchaser nor any other Person on behalf of Purchaser has made or makes, and such Seller has not relied upon, any representation or warranty, whether express or implied, with respect to Purchaser or its Affiliates or any matter relating to any of them, including their respective businesses, affairs, assets, liabilities, financial condition or results of operations, or with respect to the accuracy or completeness of any other information made available to such Seller or any of its Representatives by or on behalf of Purchaser, and that any such representations or warranties and rights or claims relating thereto are expressly disclaimed.

Accuracy of Purchaser Representations. Shareholders represent that the information and representations contained in this letter are true, correct and complete.

All references in this contract to action taken pursuant to the Plan means actions reported to New York Life as having been taken by the Employer in accordance with the provisions of the Plan. New York Life is entitled to rely conclusively on the accuracy and completeness of data reported to it by the Employer, including the determination as to whether an individual is entitled to a benefit and the amount and form of such benefit.

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree that only one statement containing the information required by [Schedule 13D] and any further amendments thereto needs to be filed with respect to the beneficial ownership by each of the undersigned of the shares of Common Stock, par value ​ per share (the “Common Stock”) of iSun, Inc., a Delaware corporation (the “Issuer”), and further agree that this Joint Filing Agreement be included as an exhibit to the [Schedule 13D], provided that, as contemplated by [[Section 13d-1(k)(1)(ii)])]])], no person shall be responsible for the completeness or accuracy of the information concerning any other person making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement as to Joint Filing may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.

#​ acknowledges that none of Seller, its Affiliates or any other Person has made any representations or warranties, expressed or implied, as to the accuracy or completeness of any information regarding the Business, the ​ or the assets of the ​ that has been furnished or made available to ​ and its Representatives, except as expressly set forth in this Agreement, and none of Seller, the ​, their Affiliates and Representatives or any other Person shall have or be subject to any liability (other than pursuant to the express terms of this Agreement) to ​ or any other Person resulting from the distribution to ​, or ​’s use, of any such information with respect to the Business, the ​ or the assets of ​ and any information, documents or material made available to ​ in management presentations or in any other form in expectation of the transactions contemplated by this Agreement.

Neither the Administrative Agent nor any member of the Agent’s Group shall be responsible for or have any duty to ascertain or inquire into # any statement, warranty, representation or other information made or supplied in or in connection with this Agreement, any other Loan Document or the Information Documents, # the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith or the adequacy, accuracy and/or completeness of the information contained therein, # the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein or the occurrence of any Default, # the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document or # the satisfaction of any condition set forth in [Article 3] or elsewhere herein, other than (but subject to the [foregoing [clause (ii)]]) to confirm receipt of items expressly required to be delivered to the Administrative Agent.

whether that Secured Party has recourse, and the nature and extent of that recourse, against any Party or any of its respective assets under or in connection with any Finance Document, the Transaction Security, the transactions contemplated by the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; the adequacy, accuracy and/or completeness of the Reports and any other information provided by the Agent, any Party or by any other person under or in connection with any Finance Document, the transactions contemplated by the Finance Documents or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Finance Document; and

We have furnished you with copies of the Credit Agreement and the financial statements and other documents delivered to us in connection with the Credit Agreement and requested by you. Upon your request, we will furnish to you copies of the publicly available financial statements and other publicly available documents, and (subject to any duty of confidentiality to which we are subject) such other documents as we shall receive pursuant to the Credit Agreement, but we assume no responsibility with respect to the authenticity, validity, accuracy or completeness thereof. You agree to maintain the confidentiality of any confidential information included in this documentation and have executed and delivered to us a confidentiality agreement substantially in the form of [Exhibit B] hereto.

Access to Information. Between ​, the Effective Date of the Letter of Intent, and the Closing Date, Seller, during normal business hours, has # given Buyer and its authorized representatives reasonable access to all books, records in Seller’s possession, or to which Seller has a right of access with respect to the Leases, # given Buyer the opportunity to discuss the Leases with such officers, directors, accountants, consultants and counsel of the Seller as Buyer deems reasonably necessary or appropriate for the purpose of familiarizing itself with the Leases, # caused its employees to furnish Buyer with such financial and operating data and other information with respect to the Leases as Buyer may have requested, and # permitted Buyer to conduct such field inspections as Buyer may have requested. Seller makes no warranty or representation of any kind as to accuracy or completeness of the books and records or any information contained therein, except that Seller does not have actual knowledge that any of such books and records, or any of the information contained therein, is materially false or misleading.

Disclosure. Other than the representations and warranties of the Company set forth in [Section 6] of this Agreement, neither the Company nor any other individual, corporation, partnership, association, limited liability company, trust, unincorporated organization, other entity or group (as group is defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) (each, a “Person”) makes any representation or warranty, expressed or implied, as to the accuracy or completeness of the information provided or to be provided to the Purchaser by or on behalf of the Company or related to the transactions contemplated hereby, and nothing contained in any documents provided or statements made by or on behalf of the Company to the Purchaser is, or shall be relied upon as, a promise or representation by the Company or any other Person that any such information is accurate or complete.