Extract to table

in the Agreement (including, without limitation, those representations and warranties set forth in Article IV thereof, and in each exhibit, schedule, disclosure letter, and ancillary agreement delivered in connection therewith) is hereby confirmed to be true, correct, and complete in all material respects as of the Closing Date (March 22, 2024), with the same force and effect as though each such representation and warranty had been made on and as of the Closing Date, except where any such representation or warranty expressly speaks as of a specific date, in which case such representation or warranty shall be true, correct, and complete in all material respects as of such specific date

2 Bring-Down of Representations and Warranties The Reseller hereby certifies that each of the representations and warranties made by Meridian Data Solutions GmbH in the Agreement (including, without limitation, those representations and warranties set forth in Article V thereof, and in each exhibit, schedule, disclosure letter, and ancillary agreement delivered in connection therewith) is hereby confirmed to be true, correct, and complete in all material respects as of the Closing Date (March 22, 2024), with the same force and effect as though each such representation and warranty had been made on and as of the Closing Date, except where any such representation or warranty expressly speaks as of a specific date, in which case such representation or warranty shall be true, correct, and complete in all material respects as of such specific date

The certifications, representations, warranties, and confirmations set forth herein shall survive the Closing Date in accordance with, and for the duration specified in, the survival provisions set forth in Section 11

3 Defined Terms All capitalized terms used but not otherwise defined in this Bring-Down Certificate shall have the meanings ascribed to such terms in the Channel Reseller Program Agreement dated March 22, 2024, by and between Lumos Analytics Inc

In the event of any conflict between the definitions set forth in this Bring-Down Certificate and the definitions set forth in the Agreement, the definitions in the Agreement shall control

The seat of arbitration shall be Los Angeles, California