Accuracy of Information. No written information, exhibit or report furnished by ​ 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 ​ and its Subsidiaries heretofore delivered to the Lenders in connection with the closing on the Restatement Effective Date, ​ represents that only such information is based on estimates and assumptions considered reasonable by ​’s management and the best information available to ​’s management at the time such projected financial information was provided, and uses information consistent with the plans of ​, it being understood that such financial information is subject to significant uncertainties and contingencies, many of which are beyond the control of ​ and no assurances can be given that the projected results will be realized.

Accuracy of Disclosure. All written information (other than projections, estimates, budgets, forward-looking statements or general market data) heretofore or contemporaneously herewith furnished by the Company or any Subsidiary to the Administrative Agent or any Lender about the Company and its Subsidiaries for purposes of or in connection with this Agreement and the transactions contemplated hereby is, and all written information (other than projections, estimates, budgets, forward-looking statements or general market data) hereafter furnished by or on behalf of the Company or any Subsidiary to the Administrative Agent or any Lender pursuant hereto or in connection herewith will be, when taken as a whole, true and accurate in every material respect on the date as of which such written information is dated or certified, and none of such written information is or will be incomplete by omitting to state any material fact necessary to make such information not materially misleading in light of the circumstances under which made. With respect to any projections, estimates, budgets, forward-looking statements or general market data heretofore or contemporaneously herewith furnished by the Company or any Subsidiary to the Administrative Agent or any Lender for purposes of or in connection with this Agreement and the transactions contemplated hereby, the Company hereby confirms that such materials have been or will be prepared in good faith based upon assumptions believed by senior management of the Company to be reasonable at the time made. The Lenders understand that actual results for the period or periods covered by any such projections and forecasts will likely differ from projected or forecasted results. Any information provided by the Company or a Subsidiary with respect to any Person or assets acquired or to be acquired by the Company or any Subsidiary will, for all periods prior to the consummation of the acquisition, be limited to the knowledge of the Company or the acquiring Subsidiary after due inquiry.

Accuracy of Information. All information heretofore furnished by it (including the Master Servicer Reports and its financial statements) to any Investor, any [[Organization B:Organization]] 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.

Appendices, Exhibits and Schedules. Unless otherwise expressly indicated, any reference in this Agreement to an “Exhibit” or “Schedule” refers to an Exhibit or Schedule to this Agreement. The Exhibits and Schedules to this Agreement are hereby incorporated and made a part hereof as if set forth in full herein and are an integral part of this Agreement. Any capitalized terms used in any Exhibit or Schedule but not otherwise defined therein are defined as set forth in this Agreement. In the event of conflict or inconsistency, this Agreement shall prevail over any Exhibit or Schedule.

Accuracy of Financial Statements. The terms set forth in this Binding Letter of Intent are based on the parties' assumption that [[Organization B:Organization]]’s balance sheets, income statements, of cash flows, and notes (the “Financial Statements”) for the fiscal years ending December 31, 2018, December 31, 2019 and December 31, 2020, will be prepared in accordance with generally accepted accounting principles (“GAAP”), consistently applied, and that such Financial Statements shall fairly represent [[Organization B:Organization]]’s financial condition and the results of its operations for those periods; and prior to the Closing of the Acquisition, and within 71 days of the execution of the Acquisition Agreement, any necessary audits for the foregoing periods of [[Organization B:Organization]] (the “[[Organization B:Organization]] Audits”) shall be performed and completed by a PCAOB registered auditing firm as selected by the Company, currently intended to be BF Borgers.

Credit Agreement Schedules and Exhibits. [[Organization B:Organization]] shall have received supplemental Schedules to this Agreement reflecting the relevant information regarding the Applicant Borrower;

Incorporation of Recitals and Exhibits. The Recitals and Exhibits to this Agreement are incorporated into this Agreement by this reference as if fully set forth herein.

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.

The representations and warranties of [[Organization B:Organization]] and the ​ in this Agreement shall have been true and correct as of the date of this Agreement and shall be true and correct on and as of the Closing. [[Organization B:Organization]] and the ​ shall have performed all obligations in this Agreement required to be performed or observed by them on or prior to the Closing.

#Exhibit A: Amended and Restated Senior Note