Extract to table

Capitalized terms used but not otherwise defined in this Certificate shall have the respective meanings ascribed to such terms in the Agreement

I am delivering this Certificate solely in my capacity as an officer of the Seller and not in my individual or personal capacity, and nothing contained herein shall be deemed to create or give rise to any personal liability on my part

Section 2 — Truth and Correctness of Representations and Warranties I hereby certify, on behalf of the Seller, that each of the representations and warranties of the Seller contained in Article IV of the Agreement and in any certificate or other document delivered by or on behalf of the Seller pursuant to or in connection with the Agreement: (a) to the extent such representation or warranty is qualified or limited by reference to "materiality," "Material Adverse Effect," or words of similar import, is true and correct in all respects as of the date of this Certificate (the "Closing Date"), with the same force and effect as though such representation or warranty had been made on and as of the Closing Date, except in each case for any such representation or warranty that by its terms expressly speaks as of a specified date or period of time, in which case such representation or warranty shall be true and correct in all respects as of such specified date or period of time; and (b) to the extent such representation or warranty is not qualified or limited by reference to "materiality," "Material Adverse Effect," or words of similar import, is true and correct in all material respects as of the Closing Date, with the same force and effect as though such representation or warranty had been made on and as of the Closing Date, except in each case for any such representation or warranty that by its terms expressly speaks as of a specified date or period of time, in which case such representation or warranty shall be true and correct in all material respects as of such specified date or period of time

Any dispute arising out of or relating to this Certificate shall be resolved in accordance with the dispute resolution provisions set forth in Section 10

8 of the Agreement, which provisions are hereby incorporated by reference and shall apply to this Certificate as if fully set forth herein