Common use of Representations, Warranties and Covenants of the Company Clause in Contracts

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 139 contracts

Samples: Purchase Agreement, Note Purchase Agreement, Purchase Agreement

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Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Investor, as follows:

Appears in 105 contracts

Samples: Securities Purchase Agreement (UA Granite Corp), Securities Purchase Agreement (NewGen BioPharma Corp.), Unit Subscription Agreement (Crossroads Systems Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to the Purchaser as follows:

Appears in 63 contracts

Samples: Subscription Agreement (Zapp Electric Vehicles Group LTD), Subscription Agreement (Zapp Electric Vehicles Group LTD), Subscription Agreement (Lakeshore Acquisition II Corp.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the Purchaser as followsthat:

Appears in 45 contracts

Samples: Etf Services Agreement (iShares Ethereum Trust), Etf Services Agreement (iShares Bitcoin Trust), Dealer Manager Agreement (Apollo Asset Backed Credit Co LLC)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the Purchaser as follows:

Appears in 37 contracts

Samples: Convertible Bridge Loan Agreement (Todos Medical Ltd.), Share Purchase Agreement (Darkstar Ventures, Inc.), Subscription Agreement (Seedo Corp.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as followsHolder that:

Appears in 31 contracts

Samples: Warrant (Borqs Technologies, Inc.), Warrant (Sonic Foundry Inc), Warrant (Cancer Genetics, Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the each Purchaser as follows:

Appears in 27 contracts

Samples: Note Purchase Agreement (Nuo Therapeutics, Inc.), Securities Purchase Agreement (Encision Inc), Securities Purchase Agreement (Encision Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser as follows:

Appears in 25 contracts

Samples: Stock Purchase Agreement (Fate Therapeutics Inc), Stock Purchase Agreement (Fate Therapeutics Inc), Note Purchase Agreement (Roth CH Acquisition III Co)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Purchasers as follows:

Appears in 25 contracts

Samples: Stock Purchase Agreement (Cosi Inc), Purchase Agreement (Cardiac Science Inc), Securities Purchase Agreement (Technest Holdings Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants withwith each Investor, the Purchaser as follows:

Appears in 21 contracts

Samples: Share Purchase and Registration Rights Agreement (QLT Inc/Bc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants toto the Purchaser, and covenants withfor the benefit of the Purchaser, the Purchaser as follows:

Appears in 19 contracts

Samples: Purchase Agreement (Digene Corp), Purchase Agreement (Chordiant Software Inc), Note Purchase Agreement (Medical Media Television, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Investor, as follows:

Appears in 15 contracts

Samples: Securities Purchase and Registration Rights Agreement, Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser as followsInvestor that:

Appears in 14 contracts

Samples: Convertible Promissory Note and Warrant Purchase Agreement (VG Life Sciences Inc.), Convertible Promissory Note and Warrant Purchase Agreement (VG Life Sciences Inc.), And Warrant Purchase Agreement (VG Life Sciences Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to the Purchaser as follows:

Appears in 11 contracts

Samples: Note Purchase Agreement, Warrant Purchase Agreement (AVRA Surgical Robotics, Inc.), Securities Purchase Agreement (AVRA Surgical Robotics, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and acknowledges, represents, warrants toor covenants, and covenants withas the case may be, to the Purchaser Investor as follows:

Appears in 11 contracts

Samples: Subscription Agreement (Mdu Communications International Inc), Subscription Agreement (Mdu Communications International Inc), Subscription Agreement (Mdu Communications International Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser Purchasers as follows:

Appears in 11 contracts

Samples: Securities Purchase Agreement (SafeStitch Medical, Inc.), Securities Purchase Agreement (Opko Health, Inc.), Securities Purchase Agreement (PROLOR Biotech, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Investor as follows:

Appears in 10 contracts

Samples: Common Stock and Warrant Purchase Agreement (Flint Telecom Group Inc.), Stock Purchase Agreement (Energy Conversion Devices Inc), Stock Purchase Agreement (Energy Conversion Devices Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to each Initial Purchaser as follows:

Appears in 9 contracts

Samples: Purchase Agreement (CBIZ, Inc.), Purchase Agreement (Mgic Investment Corp), Purchase Agreement (Spartan Stores Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as followsInvestor that:

Appears in 9 contracts

Samples: Securities Purchase Agreement (Xtant Medical Holdings, Inc.), Securities Purchase Agreement (Xtant Medical Holdings, Inc.), Securities Purchase Agreement (Xtant Medical Holdings, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as followsthat:

Appears in 8 contracts

Samples: Second Purchase Agreement (Flagstar Bancorp Inc), Purchase Agreement (Flagstar Bancorp Inc), Employment Agreement (Flagstar Bancorp Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, to and covenants with, with the Purchaser as follows:

Appears in 8 contracts

Samples: Subscription Agreement (Healthcare Integrated Technologies Inc.), Subscription Agreement (Healthcare Integrated Technologies Inc.), Subscription Agreement (Healthcare Integrated Technologies Inc.)

Representations, Warranties and Covenants of the Company. 3.01 The Company hereby represents and warrants to, and covenants with, the Purchaser as followsthat:

Appears in 7 contracts

Samples: Share Purchase Agreement (Vibro Tech Industries Inc), Share Purchase Agreement (Vibro Tech Industries Inc), Share Purchase Agreement (Vibro Tech Industries Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to the Purchaser that as followsof the Closing and each date Shares are delivered to the Purchaser pursuant to the terms hereof:

Appears in 7 contracts

Samples: Securities Purchase Agreement (Growlife, Inc.), Common Stock Purchase Agreement (Growlife, Inc.), Securities Purchase Agreement (Integrated Ventures, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser as followsthat:

Appears in 6 contracts

Samples: Secured Convertible Note Purchase Agreement (Medicine Man Technologies, Inc.), Warrant Purchase Agreement (Dolphin Digital Media Inc), Stock Purchase Agreement Agreement (Distinctive Devices Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser Purchasers as follows:

Appears in 5 contracts

Samples: Form of Stock Purchase Agreement (Ardinger Horace T Jr), Form of Stock Purchase Agreement (Delicious Brands Inc), Form of Stock Purchase Agreement (Delicious Brands Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, to and covenants with, with the Purchaser as follows:

Appears in 5 contracts

Samples: Purchase Agreement (Retractable Technologies Inc), Purchase Agreement (Retractable Technologies Inc), Stock Purchase Agreement (Cosi Inc)

Representations, Warranties and Covenants of the Company. The Company hereby acknowledges, represents and warrants to, and covenants agrees with, the Purchaser as followsthat:

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Digimarc CORP), Common Stock Purchase Agreement (Streamline Health Solutions Inc.), Common Stock Purchase Agreement (Digimarc CORP)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the each Purchaser as followsthat:

Appears in 5 contracts

Samples: Share Purchase Agreement (Mer Telemanagement Solutions LTD), Share Purchase Agreement (Friedman Tzvika), Share Purchase Agreement (Mer Chaim)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to each Purchaser as follows:

Appears in 5 contracts

Samples: Subscription Agreement (Hennessy Capital Investment Corp. VI), Convertible Promissory Note Purchase Agreement (Transgenomic Inc), Securities Purchase Agreement (Bearingpoint Inc)

Representations, Warranties and Covenants of the Company. The Company -------------------------------------------------------- hereby represents and warrants to, and covenants with, the Purchaser Investor, as follows:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc), Purchase Agreement (Hanover Compressor Co /)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants torepresents, warrants, and covenants withthe following, the Purchaser as followstruth and accuracy of which shall constitute a condition precedent to the obligations of the Buyer pursuant to the provisions of this Agreement:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Infrastructure Developments Corp.), Stock Purchase Agreement (Welwind Energy International CORP), Stock Purchase Agreement (Welwind Energy International CORP)

Representations, Warranties and Covenants of the Company. The Company hereby represents acknowledges, represents, and warrants to, and covenants agrees with, the each Purchaser as followsthat:

Appears in 4 contracts

Samples: Securities Purchase Agreement (PetVivo Holdings, Inc.), Securities Purchase Agreement (PetVivo Holdings, Inc.), Securities Purchase Agreement (PetVivo Holdings, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the each Initial Purchaser as follows:

Appears in 4 contracts

Samples: Purchase Agreement (Health Management Associates Inc), Purchase Agreement (Alliance Data Systems Corp), Purchase Agreement (Salix Pharmaceuticals LTD)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to and with the Purchaser on its own behalf (and acknowledges that the Purchaser is relying thereon) as follows:

Appears in 3 contracts

Samples: Subscription Agreement (Cool Holdings, Inc.), Subscription Agreement (Cool Holdings, Inc.), Subscription Agreement (Cool Holdings, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Initial Purchaser as follows:

Appears in 3 contracts

Samples: Purchase Agreement (Jakks Pacific Inc), Purchase Agreement (Jakks Pacific Inc), Purchase Agreement (Jakks Pacific Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Mego Mortgage Corp), Preferred Stock Purchase Agreement (Mego Mortgage Corp), Common Stock Purchase Agreement (Mego Mortgage Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants toto the Purchaser (except as set forth in the Commission Documents as defined below), and covenants withfor the benefit of the Purchaser, the Purchaser as follows:

Appears in 2 contracts

Samples: Purchase Agreement (Seebeyond Technology Corp), Purchase Agreement (Seebeyond Technology Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Purchaser, as follows:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Viisage Technology Inc), Purchase Agreement (Genelabs Technologies Inc /Ca)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the Purchaser to Purchasers as follows:

Appears in 2 contracts

Samples: Share Purchase Agreement (Richtech Robotics Inc.), Share Purchase Agreement (Biolife Solutions Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Purchasers as follows:

Appears in 2 contracts

Samples: Stock Subscription Agreement (Persistency), Stock Subscription Agreement (Far East Energy Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser that as followsof the date of this Agreement:

Appears in 2 contracts

Samples: Purchase Agreement (Cerus Corp), Purchase Agreement (Cerus Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the each Purchaser as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (First Albany Companies Inc), Stock Purchase Agreement (Ddi Corp)

Representations, Warranties and Covenants of the Company. The -------------------------------------------------------- Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Myriad Genetics Inc), Stock Purchase Agreement (Thermedics Detection Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants toto the Seller, and covenants with, the Purchaser as followsthat:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Andal Corp), Stock Purchase Agreement (Andal Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as followsthat:

Appears in 2 contracts

Samples: Collaboration and License Agreement (Aphton Corp), Collaboration and License Agreement (Aphton Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser and agrees as follows:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Imedia International Inc), Securities Purchase Agreement (Imedia International Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser Purchasers as follows:

Appears in 2 contracts

Samples: Subordination Agreement (Syndax Pharmaceuticals Inc), Note and Warrant Purchase Agreement (New Generation Biofuels Holdings, Inc)

Representations, Warranties and Covenants of the Company. The Company hereby acknowledges, represents and warrants to, and covenants agrees with, the each Purchaser as followsthat:

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (SMTC Corp), Common Stock Purchase Agreement

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to Purchaser as follows:

Appears in 2 contracts

Samples: Subscription Agreement (Valor Latitude Acquisition Corp.), Series a Preferred Stock and Debt Exchange Agreement (Salt Blockchain Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 2 contracts

Samples: Purchase Agreement (Oscient Pharmaceuticals Corp), Purchase Agreement (Precision Optics Corporation Inc)

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Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, each of the Purchaser Purchasers, as follows:

Appears in 2 contracts

Samples: Series C Stock Purchase Agreement (Bam Entertainment Inc), 1 (Bam Entertainment Inc)

Representations, Warranties and Covenants of the Company. The Company hereby -------------------------------------------------------- represents and warrants toto the Purchaser, and covenants withfor the benefit of the Purchaser, the Purchaser as follows:

Appears in 2 contracts

Samples: Purchase Agreement (Myriad Genetics Inc), Purchase Agreement (Myriad Genetics Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, each of the Purchaser Stockholders as follows:

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (West Teleservices Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Issuee, as follows:

Appears in 1 contract

Samples: Subscription Agreement (Proelite, Inc.)

Representations, Warranties and Covenants of the Company. The As a material inducement to the Purchasers to enter into this Agreement and purchase the Warrants, the Company hereby represents and warrants to, and covenants with, the Purchaser as followsthat:

Appears in 1 contract

Samples: Stock Warrant Purchase Agreement (Kv Pharmaceutical Co /De/)

Representations, Warranties and Covenants of the Company. The To induce the Purchasers to grant the waiver requested herein, the Company hereby represents and represents, warrants to, and covenants with, to the Purchaser Purchasers as follows:

Appears in 1 contract

Samples: Haemonetics Corp

Representations, Warranties and Covenants of the Company. The Except as set forth in the Exchange Act Reports (as defined below), the Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 1 contract

Samples: Common Stock Subscription Agreement (Auxilio Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser each Purchaser, as follows:

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Big Dog Holdings Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants toto the Purchasers, and covenants withfor the benefit of the Purchasers, the Purchaser as follows:

Appears in 1 contract

Samples: Purchase Agreement (Vialink Co)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Selling Stockholder and the Purchaser as follows:

Appears in 1 contract

Samples: Purchase Agreement (Compudyne Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to and with the Purchaser as follows:

Appears in 1 contract

Samples: Note Purchase Agreement (RTS Wireless Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the Purchaser to Stockholder as follows:

Appears in 1 contract

Samples: Voting Agreement (Martha Stewart Living Omnimedia Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, with the Purchaser as follows:

Appears in 1 contract

Samples: Form of Share Subscription Agreement (Airship International LTD)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Selling Stockholders and the Purchaser as follows:

Appears in 1 contract

Samples: Execution Copy (Pharmaceutical Resources Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to each Purchaser as follows:;

Appears in 1 contract

Samples: Stock Purchase Agreement (American Telecasting Inc/De/)

Representations, Warranties and Covenants of the Company. The Company hereby represents makes the following representations and warrants to, and covenants with, warranties to the Purchaser as followsPurchaser:

Appears in 1 contract

Samples: The Securities Purchase Agreement (180 Life Sciences Corp.)

Representations, Warranties and Covenants of the Company. The --------------------------------------------------------------- Company hereby represents and represents, warrants to, and covenants with, the to Purchaser as followsthat:

Appears in 1 contract

Samples: Stock Purchase Agreement (Golfgear)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 1 contract

Samples: Purchase Agreement (Ilex Oncology Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Subscriber, as follows:

Appears in 1 contract

Samples: Subscription Agreement (GMX Resources Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to Purchaser as followsfollows :

Appears in 1 contract

Samples: Stock Purchase Agreement (Trinity Cos Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, to and covenants with, with the Purchaser Buyer as follows:

Appears in 1 contract

Samples: Securities Purchase Agreement (Eacceleration Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser each Xxxxxxxx Purchaser, as follows:

Appears in 1 contract

Samples: Securities Purchase Agreement (Viisage Technology Inc)

Representations, Warranties and Covenants of the Company. The For the benefit of the Purchaser, the Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Migo Software, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents represents, warrants and warrants to, and covenants with, Covenants to the Purchaser as followsBuyer that:

Appears in 1 contract

Samples: Securities Purchase Agreement (Eyes on the Go, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser as followsthat the following statements are true correct:

Appears in 1 contract

Samples: Stock Purchase Agreement (Highlands Insurance Group Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Seller, as follows:

Appears in 1 contract

Samples: Registration Rights Agreement (Aquis Communications Group Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, to the Purchaser as followsthat:

Appears in 1 contract

Samples: Series a Preferred Stock Subscription Agreement (Acorn Energy, Inc.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, the Purchaser Stockholder as follows:

Appears in 1 contract

Samples: Issue Shares Agreement (Regal Entertainment Group)

Representations, Warranties and Covenants of the Company. The Company hereby represents and warrants to, and covenants with, with the Purchaser as follows:

Appears in 1 contract

Samples: Purchase Agreement (Delta Financial Corp)

Representations, Warranties and Covenants of the Company. The Company hereby represents represents, warrants, covenants and warrants to, and covenants with, agrees with the Purchaser as follows:

Appears in 1 contract

Samples: Securities Purchase Agreement (Gulfstream International Group Inc)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, the to each Purchaser as followsthat:

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Agendia N.V.)

Representations, Warranties and Covenants of the Company. The Company hereby represents and represents, warrants to, and covenants with, to each of the Purchaser Purchasers as follows:

Appears in 1 contract

Samples: Subscription Agreement (Singularity Future Technology Ltd.)

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