Except as set forth on the correspondingly numbered section of the disclosure schedule delivered by the Company to Purchaser on the Execution Date concurrently with entry into the Original Agreement and attached to this Agreement as [Schedule A] (the “Company Disclosure Schedule”) (and provided that disclosure in any section of such Company Disclosure Schedule shall be deemed disclosed with respect to any other Section of this [Article IV], in addition to the Section referenced in such schedule, to the extent that it is reasonably apparent from the wording of such disclosure that such disclosure is applicable to such other Section), as of the Execution Date and as of the Closing Date, the Company hereby represents and warrants to Purchaser as follows:

Representations and Warranties of NOVA. Except as set forth in the NOVA Disclosure Schedule (as defined in [subsection 3.01(a)]), attached hereto as [Exhibit B], or a certain schedule comprising the Disclosure Schedule, NOVA represents and warrants to UBI as follows:

The BUTTE Disclosure Schedule;

the INTERLOK Disclosure Schedule;

None INTERLOK DISCLOSURE SCHEDULE

If any event, condition, fact or circumstances that is required to be disclosed pursuant to Section 4.4(a) requires any material change in the [[Organization B:Organization]] Disclosure Schedule, or if any such event, condition, fact or circumstance would require such a change assuming the [[Organization B:Organization]] Disclosure Schedule were dated as of the date of the occurrence, existence or discovery of such event, condition, fact or circumstances, then [[Organization B:Organization]], as applicable, shall promptly deliver to Cosmos an update to the [[Organization B:Organization]] Disclosure Schedule specifying such change (a “Disclosure Schedule Update”).

Company Disclosure Schedule [Article IV]

Purchaser Disclosure Schedule [Article V]

Governmental Approvals. All the Consents of the Governmental Authorities set forth on Section 8.1(b) of the Permal Disclosure Schedule and Section 8.1(b) of the EnTrust Disclosure Schedule shall have been obtained.

[Schedule 2.12(a)] of the Company Schedules lists all material Plans. “Plan” means any “employee benefit plan” as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), any plan, fund (including any superannuation fund, or other similar program or arrangement established or maintained outside of the United States primarily for the benefit of employees residing outside of the United States), and any other material employee compensation, deferred compensation, incentive, severance, change in control, retirement, death, disability, medical, or employee benefit plan, program, policy or other arrangement covering any active or former employee, director or consultant of the Company or any Subsidiary, in each case, with respect to which the Company or any Subsidiary has liability, other than # standard employment or consulting agreements that can be terminated at any time without severance or termination pay and upon notice of not more than 60 calendar days or such longer period as may be required by Legal Requirements, # any plan, program, policy or other arrangement that is sponsored or maintained by a Governmental Entity or # any plan, program, policy or other arrangement that covers only former directors,