Common use of Patriot Act Clause in Contracts

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide in confidence to the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Purchasers’ investment in the Company. The Company further understands that the Purchaser Purchasers may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser Purchasers in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the each Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the such Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the such Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with each applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Purchasers’ investment in the Company. The Company further understands that the each Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the such Purchaser, in its sole discretion, determines that it is in the best interests of the such Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a "suspected terrorist" as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees thatthat to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The In the event that the Company further understands is requested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation) to disclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser with prompt prior written notice of such request or requirement and (B) cooperate with the Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' ’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCompany's investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ----------- knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlledcontrolled by, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (ia) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (iib) above.

Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' ’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Company’s investment in the CompanyPurchaser. The Company further understands that the Purchaser if required by law, may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a “suspected terrorist” as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of Company's Purchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees thatthat to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the Company's and/or its Subsidiaries' Purchaser’s control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The In the event that the Company further understands is requested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation) to disclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser with prompt prior written notice of such request or requirement and (B) cooperate with the Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of Company's Purchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the Purchaser, Company to the extent that they are within the Company's and/or its Subsidiaries' Purchaser’s control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption cessation of payments to the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboveas required by applicable law .

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary's and/or its Subsidiaries' control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act. The Company It shall promptly notify the Purchaser Laurus if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboveas required by applicable law.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries Subsidiaries, has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, represents and warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary’s control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Purchasers if any of these representations ceases representations, warranties and covenants cease to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Purchasers with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions action to ensure compliance with applicable law or and regulation, including including, but not limited to to, segregation and/or redemption of the Purchaser's Purchasers’ investment in the Companyit. The Company It further understands that the Purchaser Purchasers may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole discretion, determines determine that it is in the their best interests of the Purchaser in light of relevant rules and regulations under the laws set forth for in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ----------- knowledge, neither the Parent, Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Parent, Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Parent, Company or any of its Subsidiaries or to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' and/or the Parent's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or Company, any of its SubsidiariesSubsidiaries or the Parent. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or Company, any of its Subsidiaries or the Parent that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and Company, its Subsidiaries and the Parent and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Laurus any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems reasonably necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' ’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Company’s investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with each applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Lender if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Lender any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Lender deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption acceleration of the Purchaser's investment in obligations to the CompanyLender under the Note and the other Transaction Documents. The Company further understands that the Purchaser Lender may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasera Lender, in its sole discretion, determines that it is in the best interests of the Purchaser such Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Lender if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Lender any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Lender deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption acceleration of the Purchaser's investment in obligations to the CompanyLender under the Notes and the other Transaction Documents. The Company further understands that the Purchaser Lender may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasera Lender, in its sole discretion, determines that it is in the best interests of the Purchaser such Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.. (bb)

Patriot Act. The Company Purchaser certifies that, to the best of Company's its knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute use to make the Purchaser Loans has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the Purchaser to any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control Purchaser’s control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company Agent if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the The Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser or any of its Subsidiaries to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company and its Subsidiaries further understands understand that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Each Company certifies that, to the best of such Company's knowledge’s Knowledge, neither the no Company nor any of its their Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Each Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the such Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or 1986, the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser Agent if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company agrees to shall provide the Purchaser any Creditor Party all additional information regarding the such Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the such Company. The Each Company further understands that solely to the Purchaser extent required by applicable law, the Creditor Parties may release confidential information about the such Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries Subsidiary has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Subsidiary will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Subsidiary to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' Subsidiary’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesSubsidiary. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries Subsidiary that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser Purchaser, if required by applicable law, may release confidential information about the Company and its Subsidiaries Subsidiary and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. (a) The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in U.S. Federal Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' control ’ control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a “suspected terrorist” as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of Company's Purchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees thatthat to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the Company's and/or its Subsidiaries' Purchaser’s control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Purchaser. If the Company or any of its Subsidiaries. The Company reasonably believes that the Purchaser has breached the foregoing representations, then the Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The In the event that the Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrectrequested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or if similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation related regulation) to money laundering similar activitiesdisclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser may undertake appropriate actions to ensure compliance with applicable law prompt prior written notice of such request or regulation, including but not limited to segregation and/or redemption of requirement and (B) cooperate with the Purchaser's investment in the Company. The Company further understands Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has and Investor certify that they have not been designated, and is are not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks parties seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company parties hereby representsrepresent, warrants warrant and agrees agree that: (i) none of the cash or property that Investor will use to purchase the Company Series A Preferred Stock or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the Company or any of its Subsidiaries Investor to the PurchaserCompany, to the extent that they are within the Company's and/or its Subsidiaries' control Investor’s control, shall cause the Purchaser any party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001; (iii) Investor has complied with the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 and/or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001 and Investor’s business is not derived from, or related to, any activity that is deemed criminal under United States law. The Company Investor shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesInvestor. The Company Investor agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Investor that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands parties understand and agrees agree that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands Parties understand that the Purchaser either may release confidential information about the Company and its Subsidiaries other and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaserauthorities, in its their sole discretion, determines if they determine that it is in the their best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.this section. SERIES A PREFERRED STOCK PURCHASE AGREEMENT BETWEEN QSGI INC. AND PIKE CAPITAL PARTNERS, LP PAGE 14 OF 21

Patriot Act. The Company certifies that, to the best of Company's knowledge’s Knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that solely to the extent required by applicable law, the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the Purchaser, Company to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control shall cause the Purchaser or the Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiariesaccurate. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser deems is reasonably necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser may Company may, pursuant to a court order, release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection clause (ii) aboveof this Section 5.9 provided that the Company shall first provide the Purchaser with notice of such court order and an opportunity to seek a protective order.

Patriot Act. The Company Such Lender certifies that, to the best of Company's such Lender’s knowledge, neither the Company nor any of its Subsidiaries such Lender has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Such Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company such Lender hereby represents, warrants and agrees covenants that: (i) none of the cash or property that such Lender will use to make the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Loans has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the such Lender to any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control such Lender’s control, shall cause the Purchaser such Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Such Lender shall promptly notify the Purchaser Company Agent if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiariessuch Lender. The Company Such Lender agrees to provide the Purchaser each Company any additional information regarding the such Lender that each Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Such Lender understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser such Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's such Lender’s investment in the CompanyParent. The Company Such Lender further understands that the Purchaser Parent may release confidential information about the Company and its Subsidiaries such Lender and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserParent, in its sole discretion, determines that it is in the best interests of the Purchaser Parent in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause cause, by virtue of such contribution or payment, the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems reasonably necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may reasonably undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, Purchaser (a) determines in its sole discretion, determines discretion that it is in the best interests of the Purchaser legally required, in light of relevant rules and regulations under the laws set forth in subsection (ii) above, to release such information and (b) employs reasonable efforts to promptly notify the Company of such release.

Patriot Act. The Company CCIG certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries Guarantor has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company CCIG hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company CCIG hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries the Guarantors will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries the Guarantors to the PurchaserLaurus, to the extent that they are within the Company's ’s and/or its Subsidiaries' the Guarantors’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company CCIG shall promptly notify the Purchaser Laurus if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiariesthe Guarantors. The Company agrees to CCIG shall provide the Purchaser any Laurus all additional information regarding the Company or any of its Subsidiaries the Guarantors that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company CCIG understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus’s investment in the Company. The Company CCIG further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries each Guarantor and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has not been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, in good faith determines that it is in the best interests of the Purchaser legally required to release such confidential information in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser in connection with the transactions contemplated hereby has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchaser in connection with the transactions contemplated hereby, to the extent that they are within the Company's ’s and/or its Subsidiaries' control ’ control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, and upon the advice of its counsel, determines that it is in the best interests of the Purchaser in light of the relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary's and/or its Subsidiaries' control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act. The Company It shall promptly notify the Purchaser Laurus if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company's name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company's state of organization or a statement that no such number has been issued, each Company's state of organization, and the location of each Company's chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a "suspected terrorist" as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees thatthat to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The In the event that the Company further understands is requested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation) to disclose any confidential information about a Purchaser, the Company shall (A) provide such Purchaser with prompt written notice of such request or requirement and (B) cooperate with the Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel is legally required to be disclosed, and provided that the Company in light of relevant rules and regulations under the laws set forth in subsection (ii) aboveeach instance shall request that confidential treatment be accorded to any confidential information so disclosed.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Affiliates or Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Lender if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Lender any additional information regarding the Company or any of its Subsidiaries that the Purchaser Lender deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Lender’s investment in the Company. The Company further understands that the Purchaser Lender may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLender, in its sole discretion, determines that it is in the best interests of the Purchaser Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole reasonable discretion, determines that it such disclosure is in the best interests of the Purchaser required in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of CompanyPurchaser's knowledge, neither the Company Purchaser nor any of its Subsidiaries affiliates has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company Purchaser or any of its Subsidiaries affiliates will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Purchaser or any of its Subsidiaries affiliates to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' affilite's control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company Purchaser or any of its Subsidiariesaffiliates. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company Purchaser or any of its Subsidiaries affiliates that the Purchaser Company reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company Purchaser and its Subsidiaries affiliates and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to Companies and the best of Company's knowledge, Seller certify that neither the Company Companies nor any of its their Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company Companies and the Seller hereby acknowledges acknowledge that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Companies and the Seller hereby representsrepresent, warrants warrant and agrees agree that: (i) none of the cash or property that the Company Seller has contributed or any of its Subsidiaries will pay paid or will contribute and pay to the Purchaser Companies has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Companies or any of its their Subsidiaries to the Purchaser, to the extent that they are within the Company's Companies' and/or its their Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Seller shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company Seller, the Companies or any of its their Subsidiaries. The Company Seller agrees to provide the Purchaser any additional information regarding the Company Companies or any of its their Subsidiaries that the Purchaser deems necessary or convenient reasonably requests to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries the Subsidiary has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries the Subsidiary will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries the Subsidiary to the Purchaser, to the extent that they are within the Company's and/or its Subsidiariesthe Subsidiary' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiariesthe Subsidiary. The Company agrees to shall provide the Purchaser any additional information regarding the Company or any of its Subsidiaries the Subsidiary that the Purchaser deems deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ' investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries the Subsidiary and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of Companythe Purchaser's knowledgeknowledge after due inquiry, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute use to purchase the Purchaser Notes has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiaries' control control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company the Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Purchaser that Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may shall, at its own cost and expense, undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries the Subsidiary has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries the Subsidiary will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries the Subsidiary to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' the Subsidiary's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiariesthe Subsidiary. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries the Subsidiary that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries the Subsidiary and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company It hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary’s control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Agent if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser any Creditor Party with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's any Lender’s investment in the Companyit. The Company It further understands that the Purchaser Creditor Parties may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Purchaser shall first provide the Company with notice of such court order and an opportunity to seek a protective order.

Patriot Act. The Company certifies that, to the best of ------------ Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, in good faith determines that it is in the best interests of the Purchaser legally required to release such confidential information in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Purchaser shall first provide the Company with notice of such court order and an opportunity to seek a protective order.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary's and/or its Subsidiaries' control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) COMPANY NAME; LOCATIONS OF OFFICES, RECORDS AND COLLATERAL. SCHEDULE 12(aa) sets forth each Company's name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company's state of organization or a statement that no such number has been issued, each Company's state of organization, and the location of each Company's chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such SCHEDULE 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in SCHEDULE 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.

Patriot Act. (a) The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in U.S. Federal Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these the representations ceases under this subsection cease to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations under this subsection are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCompany's investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Each Company certifies that, to the best of such Company's knowledge’s Knowledge, neither the Company nor any of its their Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Each Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the either Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the either Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the such Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or 1986, the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Axx 0000. The Each Company shall promptly notify the Purchaser Agent if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the either Company or any of its Subsidiaries. The Each Company agrees to shall provide the Purchaser any Creditor Party all additional information regarding the such Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the such Company. The Each Company further understands that solely to the Purchaser extent required by applicable law, the Creditor Parties may release confidential information about the such Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered Acceris Communications Confidential Materials October 14, 2004 finally determined by a court of competent jurisdiction or other appropriate governmental authority that any of the foregoing representations are incorrectincorrect in any material respect or incorrect such that the Purchaser is adversely affected, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake seek appropriate actions and reasonably necessary relief to ensure compliance with applicable law or regulation, including including, but not limited to to, segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper governmental authorities if the Purchaser, in its sole good faith, reasonable discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. (a) The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in U.S. Federal Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' control ’ control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release 17 confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company's ’s and/or its Subsidiaries' control ’ control, shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 1986, as amended, or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Calliope seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Calliope has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserCalliope, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary’s control shall cause the Purchaser Calliope to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Calliope if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Calliope with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser deems Xxxxxxxx xxxxx necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Calliope may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Calliope’s investment in the Companyit. The Company It further understands that the Purchaser Calliope may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCalliope, in its sole discretion, determines that it is in the best interests of the Purchaser Calliope in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary's and/or its Subsidiaries' control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act. The Company It shall promptly notify the Purchaser Laurus if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge’s Knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations in this Section ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations in this Section are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Patients and the Company certifies each certify that, to the best of each of Patients’ and the Company's ’s knowledge, neither the Company Patients nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlledcontrolled by, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company Patients hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, each of Patients and the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company Patients or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Patients or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's Patients’ and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Patients and/or the Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company Patients or any of its Subsidiaries. The Patients and the Company agrees to shall provide the Purchaser any and all additional information regarding the Company Patients or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Patients and the Company understands understand and agrees agree that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in Patients and/or the Company. The Patients and the Company further understands understand that the Purchaser may release confidential information about the Company Patients and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its SubsidiariesSubsidiarie' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide in confidence to the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Each Company certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Each Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the any Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company agrees to shall provide the Purchaser any all additional information regarding the any Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law Applicable Law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law Applicable Law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the any Company. The Each Company further understands that the Purchaser may release confidential information about the any Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of any Applicable Law including the relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Parent and each Company certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Parent and each Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Parent and each Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary’s control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Parent and each Company shall promptly notify the Purchaser Laurus if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Parent and each Company agrees to shall provide the Purchaser Laurus with any and all additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Parent and each Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Laurus’ investment in the Companyit. The Parent and each Company further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Purchasers' investment in the Company. The Company further understands that the Purchaser Purchasers may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser Purchasers in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Calliope seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Calliope has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; law and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserCalliope, to the extent that they are within the Companyits or any such Subsidiary's and/or its Subsidiaries' control shall cause the Purchaser Calliope to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Calliope if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser Calliope with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser deems Xxxxxxxx xxxxx necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Calliope may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCalliope's investment in the Companyit. The Company It further understands that the Purchaser Calliope may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCalliope, in its sole discretion, determines that it is in the best interests of the Purchaser Calliope in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' ’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these the representations ceases under this subsection cease to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations under this subsection are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's Company’s investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines 's legal counsels determine that it such release of confidential information is in the best interests of the Purchaser required in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may may, as required by applicable law, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboverequired by applicable law. .

Patriot Act. The Each Company certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Each Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and agrees covenants that: (ia) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the any Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser Creditor Parties if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company agrees to shall provide the Purchaser any Creditor Parties all additional information regarding the any Company or any of its Subsidiaries that the Purchaser any Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser's ’s investment in the any Company. The Each Company further understands that the Purchaser any Creditor Party may release confidential information about the any Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (iib) above.

Patriot Act. The Company Purchaser certifies that, to the best of Company's Purchaser’s ’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser seeks and the Company seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the Purchaser, Company to the extent that they are within the Company's and/or its Subsidiaries' Purchaser’s control shall cause the Purchaser or the Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiariesaccurate. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company Purchaser further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany , in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Company shall first provide the Purchaser with notice of such court order and an opportunity to seek a protective order.

Patriot Act. The Company It certifies that, to the best of Company's its knowledge, neither the Company it nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company It hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company's and/or its Subsidiaries' or any such Subsidiary’s control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Agent if any of these representations representations, warranties and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company agrees to It shall provide the Purchaser any Creditor Party with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's any Lender’s investment in the Companyit. The Company It further understands that the Purchaser Creditor Parties may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company Purchaser certifies that, to the best of Companythe Purchaser's knowledge, neither the Company Purchaser nor any of its Subsidiaries directors, officers, managers, affiliates, agents or employees has been designated, and is not owned or controlled, controlled by a "suspected terrorist" as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and agrees that: (i) none of the cash or property that the Company Purchaser or any of its Subsidiaries affiliates or agents will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Purchaser or any of its Subsidiaries affiliates or agents to the PurchaserCompany, to the extent that they are within the CompanyPurchaser's and/or its Subsidiariesdirectors', officers', managers', affiliates', agents', or employees' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations ceases to be true and accurate regarding the Company or Purchaser and any of its Subsidiariesdirectors, officers, managers, affiliates, agents, or employees. The Company Purchaser agrees to provide the Purchaser Company any additional information regarding the Company Purchaser or any of its Subsidiaries directors, officers, managers, affiliates, agents, or employees that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and all similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company Purchaser and its Subsidiaries directors, officers, managers, affiliates, agents, or employees and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (ia) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (iib) above.

Patriot Act. The Company certifies that, to the best of Company's ’s, and Cancable Parent’s knowledge, neither the Company Company, Cancable Parent nor any of its their respective Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company Company, Cancable Parent or any of its their respective Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Company, Cancable Parent or any of its their respective Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s, Cancable Parent’s and/or its their respective Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company Company, Cancable Parent or any of its their respective Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company Company, Cancable Parent or any of its their respective Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company Company, Cancable Parent and its their respective Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper governmental authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of ------------ Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (ia) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (iib) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the necessary for Purchaser to do so in light of relevant rules and regulations under the laws set forth in subsection (ii) above.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has and Investor certify that they have not been WARRANT CANCELLATION AGREEMENT BETWEEN QSGI INC. AND XXXXXX PARTNERS LP PAGE 4 OF 11 designated, and is are not owned or controlledcontrolled by, by a "“suspected terrorist" ” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks parties seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, represents and warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay to Investor will or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the Company or any of its Subsidiaries to the PurchaserInvestor, to the extent that they are within the Company's and/or its Subsidiaries' control ’s control, shall cause the Purchaser any party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001; (iii) the Company has complied with the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 and/or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001 and the Company’s business is not derived from, or related to, any activity that is deemed criminal under United States law. The Company shall promptly notify the Purchaser Investor if any of these representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company agrees to provide the Purchaser Investor any additional information regarding the Company or any of its Subsidiaries that the Purchaser Investor deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands parties understand and agrees agree that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering similar activities, the Purchaser parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands parties understand that the Purchaser either may release confidential information about the Company and its Subsidiaries other and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaserauthorities, in its their sole discretion, determines if they determine that it is in the their best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) abovethis section.

Patriot Act. The Company certifies that, to the best of Company's ’s knowledge, neither the Company nor any of its Subsidiaries has been designated, and is not owned or controlled, by a "suspected terrorist" åsuspected terroristæ as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's ’s and/or its Subsidiaries' ’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to provide the Purchaser any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems is necessary or convenient to ensure for compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's ’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it Purchaser is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) abovecompelled to by federal or state agencies or governments.

Patriot Act. The Company certifies that, to the best of Company's knowledge, neither the Company nor any of its Subsidiaries has been designated, and nor is not or shall be owned or controlled, by a "suspected terrorist" as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and agrees covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company's and/or its Subsidiaries' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company agrees to shall provide the Purchaser any such additional information regarding the Company or any of its Subsidiaries that the Purchaser deems shall reasonably deem necessary or convenient to ensure its compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries (to the extent provided herein or otherwise in a writing signed by each of the parties hereto) and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.