|   | (a)    | Designed      such disclosure controls and procedures, or caused such disclosure      controls and procedures to be designed under our supervision, to ensure      that material information relating to the company, including its      consolidated subsidiaries, is made known to us by others within those      entities, particularly during the period in which this report is being      prepared; |
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|   |   |                                                                                                                                                                                                                                                                                                                                                                                                      |
|   | (b)    | Designed      such disclosure controls and procedures, or caused such disclosure      controls and procedures to be designed under our supervision, to provide      reasonable assurance regarding the reliability of financial reporting and      the preparation of financial statements for external purposes in      accordance with generally accepted accounting  principles;                       |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                      |
|   | (c)    | Evaluated      the effectiveness of the company's disclosure controls and procedures and      presented in this report our conclusions about the effectiveness of the      disclosure controls and procedures, as of the end of the period covered by      this report based on such evaluation; and                                                                                                      |
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|   | (d)    | Disclosed      in this report any change in the company's internal control over financial      reporting that occurred during the period covered by the annual report      that has materially affected, or is reasonably likely to materially      affect, the company's internal control over financial reporting;      and                                                                             |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                      |

|   | (a)    | All      significant deficiencies and material weaknesses in the design or      operation of internal control over financial reporting which are      reasonably likely to adversely affect the company's ability to record,      process, summarize and report financial information;    and |
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|   | (b)    | Any      fraud, whether or not material, that involves management or other      employees who have a significant role in the company's internal control      over financialreporting.                                                                                                         |