Disclosure. As of the date hereofRestatement Date, the Borrowers have disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments, and corporate or other restrictions to which they or any of their Restricted Subsidiaries is subject, and all other matters known to them, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report, financial statement, certificate or other written information furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

Disclosure Each Borrower has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which theyit or any of their Restrictedits Subsidiaries is subject, and all other matters known to them,it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect.Effect No report, financial statement, certificate or other written information furnished (in writing) by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each casecase, as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers represent​ represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

The Borrower has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which theyit or any of their Restrictedits Subsidiaries or any other Loan Party is subject, and all other matters known to them,it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report, financial statement, certificate or other written information furnished (whether in writing or orally) by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers representeach Loan Party represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

The Borrowers have disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which they or any of their Restrictedrespective Subsidiaries isare subject, and all other matters known to them, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report, financial statement, certificate or other written information furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each casecase, as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not materially misleading; provided that, with respect to projected financial information, the Borrowers represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.time (it being understood that projections are not guarantees of future performance, and the actual results could differ materially).

The Borrowers have disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which they or any of their Restrictedrespective Subsidiaries isare subject, and all other matters known to them, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report, financial statement, certificate or other written information furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each casecase, as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not materially misleading; provided that, with respect to projected financial information, the Borrowers represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.time (it being understood that projections are not guarantees of future performance, and the actual results could differ materially).

SECTION # Disclosure. As of the date hereofRestatement Date, the BorrowersThe Borrower and/or its Subsidiaries have disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders​ all agreements, instruments,instruments and corporate or other restrictions to which they or any of their Restricted Subsidiaries isCredit Party and any Subsidiary thereof are subject, and all other matters known to them, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report, financial statement, material report, material certificate or other writtenmaterial information furnished (whether in writing or orally) by or on behalf of any LoanCredit Party or any Subsidiary thereof to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as(as modified or supplemented by other information so furnished), when taken together as a whole, contains any untrue statement of a material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers represent only thatpro forma financial information, estimated financial information and other projected or estimated information, such information was prepared in good faith based upon assumptions believed to be reasonable at the time.time (it being recognized by ​ that projections are not to be viewed as facts and that the actual results during the period or periods covered by such projections may vary from such projections).

Disclosure. As of the date hereofRestatement Date, the Borrowers haveThe Borrower has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which they or any of their Restricted Subsidiariesit is subject, and all other matters known to them,it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report,None of the written reports, financial statement, certificatestatements, certificates or other written information (other than general market or economic data) furnished by or on behalf of any Loan PartyBorrower to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as(as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

The Borrower has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments, and corporate or other restrictions to which they or anythe Borrower, each of their Restrictedits Subsidiaries and each Associated Practice is subject, and all other matters known to any of them, that, either individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report,Neither the lender presentation nor any of the reports (including, without limitation, all reports that the Borrower is required to file with the Securities and Exchange Commission), financial statement, certificatestatements, certificates or other written information furnished by or on behalf of any Loan Partythe Borrower to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation or syndication of this Agreement or delivered hereunder or under any other Loan Document (in each case asor delivered hereunder or thereunder (as modified or supplemented by any other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, taken as a whole in the light of the circumstances under which they were made, not misleading; provided that, with respect to projected financial information, the Borrowers representBorrower represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

Section # Disclosure. As of the date hereofRestatement Date, the Borrowers haveEach Loan Party has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which theyit or any of their Restrictedits Subsidiaries is subject, and all other matters known to them,it, that, individually or in the aggregate, couldwould reasonably be expected to result in a Material Adverse Effect. No report, financial statement, certificate or other written information furnished in writing by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as(as modified or supplemented by other information so furnished), when taken as a whole,of the date thereof contains any material misstatement of material fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made,made and taken as a whole, not misleading; provided that, with respect to projected financial information, the BorrowersLoan Parties represent only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.

SECTION # Disclosure. As of the date hereofRestatementEffective Date, the Borrowers haveBorrower has disclosed (including by filing publicly with the SEC) to the Administrative Agent and the Lenders all agreements, instruments,instruments and corporate or other restrictions to which theyit or any of their Restricted SubsidiariesSubsidiary is subject, and all other matters known to them,it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. No report,None of the reports, financial statement, certificatestatements, certificates or other written information (when taken together with the Borrower’s most recently (as of the date hereof) filed and publicly available 10-K and 10-Q, and 8-Ks filed at any time following such 10-K, in each case with the SEC) (other than any projected financial information or other forward-looking information or information of a general economic or general industry specific nature) furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender on or prior to the Effective Date in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or under any other Loan Document (in each case as(as modified or supplemented by other information so furnished), when taken as a whole, contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein,therein (taken as a whole), in the light of the circumstances under which they were made, not materially misleading; providedprovided, that, with respect to projected financial information or other forward-looking information, the Borrowers representBorrower represents only that such information was prepared in good faith based upon assumptions believed to be reasonable at the time.time (it being understood that such projections and forward-looking information are not to be viewed as facts and any such projections and forward-looking information may differ from actual results and such differences may be material).