Common use of Certificates Clause in Contracts

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to any of the Underwriter or to counsel for any of the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth covered therein.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company Company, the Adviser, the Administrator or any of their respective subsidiaries and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, the Adviser or the Administrator, as the case may be, to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer or on behalf of the Company and delivered to the Underwriter or to counsel for the Underwriter Counsel pursuant to this Agreement shall be deemed to be a representation and warranty by of the Company Company, as if set forth herein, to the each Underwriter listed on Schedule 1 hereto as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby. Any certificate signed by any officer or other designee of the Manager delivered to the Representatives or to counsel for the Underwriters shall be deemed a representation and warranty by the Manager to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to any of the Underwriter Underwriters or to counsel for any of the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth therein.

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company Advisor and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Advisor, to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters' Counsel in connection with this Agreement shall be deemed to be a representation and warranty hereunder by the Company to the each Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company (whether signed on behalf of such officer or the Company) and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth therein.covered thereby;

Certificates. Any certificate signed by an officer or on behalf of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Counsel pursuant to this Agreement shall be deemed to be a representation and warranty by of the Company Company, as if set forth herein, to the each Underwriter listed on Schedule 1 hereto as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an authorized officer of the Company and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company or any of its Subsidiaries and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or the Guarantors and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to or the Underwriter Guarantors, as the case may be, as to the matters set forth thereincovered thereby, to each Underwriter.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to the Underwriter Company, as to the matters set forth thereincovered thereby, to each Underwriter.

Certificates. Any certificate signed by an any officer of the Company or any of its Subsidiaries and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any Each certificate signed by an any officer of the Company and delivered to the Underwriter or to counsel for the Underwriter pursuant to this Agreement or in connection with the Offering contemplated hereby shall be deemed to be a representation and warranty by of the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any authorized officer of the Company Authority and delivered to the Underwriter or to counsel for in connection with the Underwriter issuance and sale of the Bonds shall be deemed to be a representation and warranty covenant by the Company Authority to the Underwriter as to the matters set forth statements made therein.

Certificates. Any certificate signed by an any officer of the Company and or any of its subsidiaries delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any of the Selling Shareholders as such and delivered to the Representatives or to counsel for the Underwriters pursuant to the terms of this Agreement shall be deemed a representation and warranty by such Selling Shareholder to the Underwriters as to matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its Subsidiaries and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company or such Subsidiary to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the any Underwriter or to counsel for the Underwriter Underwriters in connection with the offering, or the purchase and sale, of the Securities shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by the Trustee and delivered to the Representatives or counsel for the Underwriters in connection with the offering of the Trust Units shall be deemed a representation and warranty by the Trust, as to matters covered thereby, to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its Subsidiaries and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company Company, as to matters covered thereby (and is subject to the Underwriter as limitations therein, if any), to the matters set forth thereineach Underwriter.

Certificates. Any Each certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters pursuant to this Agreement or in connection with the offering contemplated hereby shall be deemed to be a representation and warranty by of the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company (whether signed on behalf of such officer or the Company) and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters pursuant to this Agreement shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or the Operating Partnership and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company or the Operating Partnership, as the case may be, to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer or on behalf of the Company and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to the Underwriter Company, as to the matters set forth thereincovered thereby, to each Underwriter.

Certificates. Any certificate signed on behalf of the Company by an any officer of the Company and or any of its subsidiaries delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of the Selling Shareholder as such and delivered to the Representatives or to counsel for the Underwriters pursuant to the terms of this Agreement shall be deemed a representation and warranty by the Selling Shareholder to the Underwriters as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to any of the Underwriter Representatives or to counsel for the Underwriter Underwriters as required or contemplated by this Agreement shall be deemed to be constitute a representation and warranty hereunder by the Company to the Underwriter Company, as to the matters set forth thereincovered thereby, to each Underwriter.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to the Underwriter Company, as to the matters set forth thereincovered thereby, to each Underwriter.

Certificates. Any The Company acknowledges and agrees that any certificate signed by an officer of the Company and delivered to the Underwriter Underwriters or counsel to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereingiven under Section 1(a) hereof.

Certificates. Any certificate signed by an any officer of the Company and or any of its subsidiaries delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any of the Selling Shareholders as such and delivered to the Representative or to counsel for the Underwriters pursuant to the terms of this Agreement shall be deemed a representation and warranty by such Selling Shareholder to the Underwriters as to matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any Selling Shareholder and delivered to the Representatives or counsel for the Underwriters shall be deemed a representation and warranty by such Selling Shareholder to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company (whether signed on behalf of such officer or the Company) and delivered to the Underwriter Representative or Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, respectively, to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and or any of its subsidiaries delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any Selling Stockholder as such and delivered to the Underwriter or to counsel for the Underwriter pursuant to the terms of this Agreement shall be deemed a representation and warranty by such Selling Stockholder to the Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any Selling Stockholder and delivered to the Underwriter or to counsel for the Underwriter in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to the Underwriter or such Selling Stockholder, as to the matters set forth thereincovered thereby, to the Underwriter.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby; and any certificate signed on behalf of the Selling Stockholder and delivered to the Underwriter or counsel for the Underwriter shall be deemed a representation and warranty by the Selling Stockholder to the Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any Selling Shareholder and delivered to the Representatives or counsel for the Underwriters shall be deemed a representation and warranty by such Selling Shareholder to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to any of the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters in connection with the Offering of the Securities shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer any official of the Company Agency and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company Agency to the Underwriter as to the matters set forth statements made therein.

Certificates. Any certificate signed by an any officer of the Company Corporation and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Corporation, as the case may be, to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, and not by such signing officers, to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any Selling Shareholder and delivered to the Representative or counsel for the Underwriters shall be deemed a representation and warranty by such Selling Shareholder to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company and or any of its subsidiaries delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by a Selling Shareholder or any officer of any Selling Shareholder delivered to the Representatives or to counsel for the Underwriters shall be deemed a representation and warranty by such Selling Shareholder to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries (whether signed on behalf of such officer, the Company or such subsidiary) and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its Subsidiaries and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 6 hereof, counsel to the Company and counsel to the Underwriters will rely on the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer of the Company or the Bank and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company or the Bank, as the case may be, to the Underwriter Underwriters as to the matters set forth therein.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any Each certificate signed by an any officer of the Company and or any of its subsidiaries, delivered to the Underwriter or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company or any such subsidiary (and not individually by such officer) to the Underwriter as Underwriters with respect to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of any Selling Stockholder and delivered to the Underwriter or counsel for the Underwriter shall be deemed a representation and warranty by such Selling Stockholder to the Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth therein. (qq) Reliance. The Company acknowledges that the Underwriters will rely upon the accuracy and truthfulness of the foregoing representations and warranties and hereby consents to such reliance.

Certificates. Any certificate signed by an any officer of the Company or its subsidiary and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and or any Subsidiary delivered to the Underwriter or to counsel for the Underwriter pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company (whether signed on behalf of such officer or the Company) and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby; and any certificate signed on behalf of any Selling Stockholder and delivered to the Representative or counsel for the Underwriters shall be deemed a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an officer any official of the Company Issuer and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company Issuer to the Underwriter as to the matters set forth statements made therein.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, respectively, to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of the Subsidiaries and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company Company, as the case may be, to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby. The Company acknowledges that the Underwriter and, for purposes of the opinions to be delivered pursuant to Section 6 hereof, counsel to the Company and counsel to the Underwriter, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Certificates. Any certificate signed by an any officer of the Company or any Subsidiary and delivered to the Underwriter Underwriters or to counsel for the Underwriter Underwriters shall be 13 12 deemed to be a representation and warranty by the Company to the Underwriter Underwriters as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an officer of the Company and delivered to the Underwriter or to counsel for the Underwriter Underwriter’s Counsel shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth therein.

Certificates. Any certificate signed by an officer of the Company or any of its Subsidiaries and delivered to the Underwriter Representative or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company and or any of its Subsidiaries or any Selling Shareholder that is delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company or such Selling Shareholder, as applicable, to the Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer or partner of the Company or any of its subsidiaries and delivered to the Underwriter or to counsel for the Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriter as to the matters set forth thereincovered thereby; and any certificate signed by or on behalf of the Selling Shareholder and delivered to the Underwriter or counsel for the Underwriter shall be deemed a representation and warranty by the Selling Shareholder to the Underwriter as to the matters covered thereby.

Certificates. Any certificate signed by an any officer of the Company or any of its subsidiaries and delivered to the Underwriter Representatives or to counsel for the Underwriter Underwriters shall be deemed to be a representation and warranty by the Company to the each Underwriter as to the matters set forth thereincovered thereby.

Certificates. Any certificate signed by an any officer of the Company or the Selling Stockholder and delivered to the Underwriter or to counsel for the Underwriter in connection with the offering of the Securities shall be deemed to be a representation and warranty by the Company to or the Underwriter Selling Stockholder, as to the matters set forth thereincovered thereby, to the Underwriter.