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Test Number : 1Z0-1015
Test designation : Oracle Incentive Compensation Cloud 2018 Implementation Essentials
Vendor designation : Oracle
braindumps : 75 Dumps Questions

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Oracle Incentive Compensation Cloud 2018 Implementation Essentials education

Norwick Capital Corp. and Converge know-how partners Inc. Enter into Acquisition contract | 1Z0-1015 Dumps and real exam Questions with VCE exercise Test

Vancouver, British Columbia, Aug 29, 2018 (Newsfile Corp by means of COMTEX) -- Norwick Capital Corp. (NWK.P) ("Norwick") and Converge know-how partners Inc. ("Converge") are pleased to declar that Norwick, Converge and Norwick Acquisition Corp., a totally-owned subsidiary of Norwick, occupy entered into an acquisition contract (the "Acquisition settlement"), dated August 28, 2018, pursuant to which Norwick will acquire the entire issued and excellent category a common shares of Converge (every, a "Converge Share") and Converge will amalgamate with Norwick Acquisition Corp. (the "Amalgamation"). The Amalgamation can breathe structured as a three-cornered amalgamation and, in consequence, the amalgamated agency ("Amalco") will become a totally-owned subsidiary of Norwick on the time of the completion of the Amalgamation.

previous to the completion of the Amalgamation and belt to pertinent regulatory approval, Norwick will comprehensive a consolidation (the "Consolidation") of its staggering ordinary shares and, upon completion of the Amalgamation, Norwick will comprehensive a reputation exchange (the "identify alternate") to "Converge expertise solutions Corp." (the "resulting company"). Norwick is a capital pool enterprise listed on the TSX undertaking change (the "TSXV"). The Amalgamation will comprehensive the previously announced qualifying transaction of Norwick in keeping with the rules and guidelines of the TSXV (the "Qualifying Transaction").

Norwick has made an prefatory filing submission to the TSXV related to the Qualifying Transaction. A submitting remark of Norwick containing extra details with admire to the Qualifying Transaction (the "filing remark") will breathe organized and filed with the aid of Norwick on SEDAR at www.sedar.com upon acceptance by means of the TSXV.

About Converge

Converge became incorporated pursuant to the provisions of the enterprise organizations Act (Ontario) on November 29, 2016. the head workplace and registered office tackle of Converge is located in Toronto, Ontario.

Converge's simple mission is to determine and purchase North American IT options providers ("ITSPs") which are locally focused, however undercapitalized and need scale. top-quality ITSP ambitions occupy efficient relationships with main IT carriers and distributors (IBM, Cisco, Dell EMC, sheer Storage, Microsoft, Amazon internet services, HP, and so forth.) and a sub-scale managed features company that gives a ground of habitual profits. together with its subsidiaries, Converge is capable of collect the mixed company's Managed services capabilities into a solitary company with a meaningful national footprint. Converge is besides capable of capitalize on the each and every of a sudden starting to breathe cloud computing spending through its cloud solutions organizations.

Led by means of a pro management crew that has wide acquisition and administration sustain in both the deepest and public markets, Converge's point is to develop into one of the largest independent ITSPs systems in North the us. Converge's competitive enterprise mannequin, blue chip customer base, and broad service offering positions it well to capitalize on a great number of growth alternatives and further enhance its profitability.

thus far, Converge has got 5 businesses in North america (4 ITSPs and one software developer). This has allowed Converge to automatically consolidate income capabilities, extend geographic presence from coast to coast, and facilitate community integration and facts centre capabilities. Converge bought its first business, Corus neighborhood, LLC, in October 2017, followed via Northern Micro Inc. in November 2017, which helped to diversify Converge's client combine and expand into the govt and education sector. In January 2018, Converge got Becker-Carroll, offering Converge with capabilities to build commercial enterprise blockchain solutions for purchasers. Most these days, Converge received Key counsel programs, Inc. and BlueChipTek, Inc. which improved facts centre capabilities and expanded Converge's footprint.

an entire description of Converge's enterprise could breathe contained in the filing statement.

abstract economic counsel for Converge

the following tables set forth chosen audited consolidated monetary suggestions for Converge as at December 31, 2017 and for the year ended December 31, 2017, as well as selected unaudited condensed intervening time fiscal recommendation for Converge as at March 31, 2018, and for the three-month duration ended March 31, 2018.

Three-Months Ended March 31, 2018 year Ended December 31, 2017 Statements of operations and comprehensive loss (in 000's of Canadian dollars) salary 119,785 52,788 cost of revenue 101,261 forty two,136 extreme earnings 18,524 10,652 selling, common and administrative expenses 13,329 10,859 Depreciation and amortization 990 783 operating revenue (loss) 4,205 (990) Finance price, internet 1,248 1,144 exchange in reasonable value of contingent consideration 3,013 1,472 Transaction charges — acquisitions - 315 other expenses/(salary) (seventy eight) 109 Loss before salary taxes 22 (four,030) earnings tax price/(recuperation) 1,490 (111) net loss (1,468) (three,919) total different finished loss (47) 24 complete loss (1,515) (3,943) net loss per participate - primary and diluted (0.03) (0.21) Weighted typical number of shares awesome - primary and diluted (in 000's) fifty six,259 18,895 (in 000's of Canadian bucks) Three months ended March 31, 2018 12 months ended December 31, 2017 web finished loss as mentioned (1,515) (3,943) Add: Finance expense 1,248 1,one hundred forty four earnings tax cost [recovery] 1,490 (111) Depreciation and amortization 990 783 EBITDA(1) 2,213 (2,127) Add: trade in objective value of contingent consideration three,013 1,472 exchange loss on translation of overseas operations 47 315 Transaction cost — acquisition 23 24 Adjusted EBITDA(1) 5,296 (316)


1. EBITDA is constituted of internet revenue (loss) earlier than finance fee, earnings tax cost (recuperation), depreciation and amortization. Adjusted EBITDA is constructed from EBITDA earlier than exchange in objective cost of contingent consideration, trade translation gain or loss on overseas operations and acquisition transaction charge.

*Please check with "Non-IFRS Measures" below

As at March 31, 2018 As at December 31, 2017 Statements of pecuniary station (in 000's of Canadian bucks) belongings complete existing property 121,881 67,086 Property and equipment, web 3,386 three,187 Intangible belongings, net 23,693 24,027 Goodwill 15,304 14,550 164,264 108,850 Liabilities total existing liabilities 152,052 one hundred,654 other pecuniary liabilities 6,770 5,127 Debentures 3,084 three,007 Deferred tax legal responsibility three,660 three,751 Finance rent payable 396 525 165,962 113,064 Shareholders' equity (deficiency) common shares three,425 1 Warrants 607 - overseas alternate translation reserve (seventy one) (24) Deficit (5,659) (four,191) (1,698) (four,214) 164,264 108,850

about the Qualifying Transaction and Concurrent Financing

automatically prior to the Amalgamation, and belt to regulatory approval, Norwick will consolidate its participate capital on the foundation of 1 post-consolidation tolerable participate of Norwick for every 3.2 commonplace shares of Norwick present instantly before the consolidation (the "Consolidation").

Shareholders of Converge should breathe requested to ratify the Amalgamation at a different assembly of Converge shareholders to breathe held on or about September 21, 2018. The foregoing approval is required just before the completion of the Qualifying Transaction.


In reference to the Qualifying Transaction, Converge achieved a optimal efforts deepest placement of subscription receipts ("Converge Subscription Receipts") at a value of $0.eighty (the "problem price") per Converge Subscription Receipt (the "Concurrent Financing") for combination extreme proceeds of $5,535,004.eighty. An combination of 2,667,000 Converge Subscription Receipts were offered pursuant to the brokered constituent of the Concurrent Financing lead by Paradigm Capital Inc. on behalf of a syndicate of agents that covered Haywood Securities Inc., Hampton Securities restrained and Echelon Wealth companions Inc. (collectively the "brokers"). An extra 4,251,756 Converge Subscription Receipts occupy been sold on a non-brokered foundation.

As consideration for the features of the brokers in connection with the Concurrent Financing, Converge agreed to pay the agents an aggregate cash imbue equal to 7% of the extreme proceeds of the brokered portion of the Concurrent Financing (the "commission"), and issued compensation alternate options (the "Converge Compensation alternatives") entitling the agents to subscribe for that number of orthodox shares of the resulting issuer (the "ensuing issuer Shares"), as is equal to 7% of the complete variety of Converge Subscription Receipts sold pursuant to the brokered component of the Concurrent Financing. each Converge Compensation option is exercisable for one Converge participate (if exercised earlier than the Amalgamation) or one resulting company participate (if exercised following the Amalgamation) for a term of two years following the date of record at an activity cost equal to the matter expense.

The web proceeds from the Concurrent Financing (which is an quantity equal to the extreme proceeds much less the fee and costs of the agents pursuant to the Concurrent Financing) might breathe used basically for working capital and orthodox corporate purposes.

The extreme proceeds of the Concurrent Financing, much less the fees of the brokers pursuant to the Concurrent Financing, at the side of each and every hobby and other salary earned thereon (the "Escrowed money") are being held in escrow through the Computershare occupy faith enterprise of Canada (the "Escrow Agent") pending satisfaction of certain escrow unlock circumstances (the "Escrow unlock circumstances"). given that the Escrow free up conditions are satisfied on or previous to November 28, 2018 (the "Escrow free up deadline"), the Escrowed money will breathe released from escrow through the Escrow Agent to: (a) the brokers, an volume equal to one hundred% of the fee; and (b) Converge, an quantity equal to the Escrowed funds much less the foregoing deductions.

If the Escrow release situations occupy not been convinced on or earlier than the Escrow unlock closing date, the Escrowed money might breathe used by passage of Converge to repurchase the Converge Subscription Receipts for cancellation at a repayment cost per Converge Subscription Receipt equal to the concern price. To the extent that the Escrowed funds are not adequate to buy each and every the Converge Subscription Receipts on the matter cost, Converge will contribute such amounts as are essential to cover any shortfall.

moreover, Converge offered an incentive to holders of warrants of Converge to undertaking their warrants at a cost of $0.50 per warrant, offered such warrants were exercised in July 2018. consequently, 3,331,000 warrants were exercised and Converge obtained extreme proceeds of $1,665,500.

Acquisition contract

under the terms of the Acquisition agreement, amongst different issues, on the useful date of the Amalgamation:

every staggering Converge participate will breathe exchanged for one ensuing issuer Share;

every astonishing regular participate of Norwick Subco can breathe exchanged for one completely paid and non-assessable participate of Amalco;

all issued and excellent options of Norwick shall automatically expire on the date which is twelve months following the advantageous date of the Amalgamation;

all issued and astounding Converge participate purchase warrants and Converge Compensation options shall continue to breathe unbelievable and exercisable into ensuing issuer Shares in line with their phrases; and

all issued and brilliant Norwick typical participate purchase warrants and Norwick alternatives shall remain excellent and exercisable into resulting company Shares in keeping with their terms.

Pursuant to the Acquisition contract, as a result of the Amalgamation (and assuming no exercise of any convertible securities of Converge or Norwick), about 74,355,034 resulting provider Shares should breathe issued in trade for the Converge Shares (including the Converge Shares issued to holders of the Converge Subscription Receipts). Amalco may breathe a wholly-owned subsidiary of the ensuing provider and referred to as "Converge expertise companions Inc." and the ensuing company will withhold it up Converge's business. The closing of the Qualifying Transaction is conditional upon, amongst different things, receipt of conditional approval for the record of the ensuing provider Shares on the TSXV or the Toronto stock exchange.

Proposed administration and Board of administrators and Insiders of the resulting company

The board of administrators of the resulting company could breathe created from 4 administrators. matter to approval of the TSXV, it is planned that the directors and executive officers of the ensuing provider will consist of perquisite here:

Shaun Maine — Director, President and Chief govt Officer

Mr. Maine is the President and Chief government Officer of Converge. previous to Converge, Mr. Maine was the manager operating Officer of Pivot expertise solutions ("Pivot"), a U$1.5 billion earnings price-brought reseller listed on the Toronto inventory trade, and turned into section of the founding group that got and integrated five cost-added resellers. In 2015 and 2016, Mr. Maine ran ProSys suggestions methods, Pivot's largest working subsidiary, which grew to basically $800 million in salary. Mr. Maine became an early Java pioneer and has extensive event in the utility business. Mr. Maine has an Electrical Engineering diploma and a computer Science degree from Queen's school.

Gordon McMillan — Proposed Director (Proposed Chairman of the Board of administrators)

Mr. McMillan has been an entrepreneur in the Canadian economic capabilities industry given that 1994. He changed into the co-founder and Chief executive Officer of Triax Capital employer and Skylon Capital trade enterprise, both of which were bought to vast industry consolidators. Mr. McMillan has served on the boards of a lot of companies and publicly listed investment funds. Mr. McMillan was besides a co-founding father of Pivot and served on the Pivot board of administrators from February 2013 until June 2016. presently, Mr. McMillan serves as a director of circulation Capital Corp. and Quisitive technology options Inc., each of that are listed on the TSXV. Mr. McMillan holds a Bachelor of legal guidelines degree from Queen's school in Kingston, Ontario and is a non-working towards member of the legislations Society of higher Canada.

Brian Philips — Proposed Director

Brian Phillips had a 30 yr profession within the Canadian pecuniary capabilities trade, the remaining 19 of which, until his retirement in 2011, as a companion at Phillips, Hager & North investment administration ("PHN"), which become acquired via RBC in 2008. just before PHN he turned into a vp with a considerable number of security dealers, together with Pemberton Securities, except bought by passage of RBC Dominion Securities in 1989. Mr. Phillips holds an MBA from the Ivey school of business.

Mary Anne Palangio — Chief pecuniary Officer

Ms. Palangio, CPA, CA, CFA changed into the manager monetary Officer of LOGiQ Asset administration Inc. until June 2018. Ms. Palangio served because the Chief fiscal Officer at the Ontario Pension map Administration service provider in 2016, the station she become chargeable for strategic fiscal planning and evaluation, economic reporting, interior controls administration, and connected corporate provider capabilities. In 2015 she served as Senior Vice-President of international Head of Operations and records management for the funding Division and in promote of that Senior-vice president and Chief recommendation Officer for neighborhood functions at Manulife monetary. Ms. Palangio holds certified Public Accountant designation, Chartered Accountant designation when you account that 1989 and Chartered fiscal Analyst designation considering 1998. She is besides a Chartered expert Accountant. She obtained a BA in Commerce and Economics from the college of Toronto.

Don Cuthbertson — Chief operating Officer

Mr. Cuthbertson is the executive operating Officer and EVP Blockchain at Converge. ahead of Converge, Don become Chief information Officer at Pivot and led the diligence crew on acquisitions and implementation of the one hundred day plan. formerly, Mr. Cuthbertson changed into Chief govt Officer at IntelligentWorks, a customized application construction trade that was primarily based in Ottawa. Mr. Cuthbertson has a degree in Chemical Engineering from Queen's tuition in Kingston, Ontario.

Cory Reid — Chief information Officer

Mr. Reid is the executive suggestions Officer at Converge. He has global duties for offering oversight and universal publish acquisition integration of the bought companies. This integration includes verbal exchange, synergies, technology, revenue operations and lower back office. the mixing consequences are crucial to bring habitual stability, communique and growth to Converge.

prior to becoming a member of Converge, Mr. Reid served for seven years as Chief counsel Officer of Pivot and was the chairman of Pivot Europe. Mr. Reid has more than 25 years of sustain in each the application and infrastructure aspects of the technology sector in addition to revenue and warehouse operations. He has served in lots of huge and diminutive enterprise leadership positions at Oracle, AT&T, and a variety of startups. He has been engaged with many precise European telephony companies, banking enterprises and hardware manufacturers over the path of his career. Mr. Reid holds a BSc desktop Science from the Technical university of Nova Scotia, now a section of Dalhousie school.

Mr. Reid has spent a major amount of time over the last decade offering compliance for groups, particularly concentrated round facts and tips security.

it is predicted that, apart from the administrators listed above, an additional director might breathe appointed to the board of administrators of the resulting issuer.

Arm's size Qualifying Transaction

The Qualifying Transaction is an arm's length transaction as nothing of the directors, officers or insiders of Norwick own any hobby in Converge.

Sponsorship and buying and selling

Norwick has utilized to the TSXV for an exemption from or waiver of the sponsorship requirements in connection with the Qualifying Transaction. There is not any assurance that such exemption or waiver should breathe granted. If such exemption or waiver is not granted, it should breathe necessary to interact a sponsor for the Qualifying Transaction. trading of the habitual shares of Norwick could breathe halted at least unless the reception, to the satisfaction of the TSXV and according to its pertinent policies, of the documents crucial to renew buying and selling. a further news unencumber might breathe issued when the buying and selling of the habitual shares of Norwick is to renew.

The closing of the Qualifying Transaction is expected to betide as soon as achievable after the receipt of each and every required shareholder and regulatory approvals and is field to a few situations, including however now not constrained to, acceptance and regulatory approval through the TSX challenge change and shareholders of Converge approving, among different things, the Amalgamation. There can besides breathe no assurance that the Qualifying Transaction may breathe achieved as proposed or at all.

Norwick will supply additional particulars in treasure of the Qualifying Transaction in due route by the employ of press unencumber. each and every guidance contained during this press liberate with treasure to Converge and Norwick become supplied by means of the events respectively, for inclusion herein, without impartial evaluation by passage of the other birthday celebration, and every birthday party and its directors and officers occupy relied on the other celebration for any information concerning the different celebration. investors are suggested that, apart from as disclosed in the filing commentary prepared in reference to the Qualifying Transaction, any suggestions released or acquired with recognize to the Qualifying Transaction may additionally no longer breathe accurate or comprehensive and may no longer breathe relied upon. buying and selling within the securities of a capital pool enterprise may still breathe considered totally speculative. The TSX assignment trade has under no circumstances handed upon the deserves of the proposed transaction and has neither authorized nor disapproved the contents of this press release.

For further assistance:

Richard A. GrahamPresident, Chief executive Officer, and Chief fiscal OfficerNorwick Capital Corp.(604) 689-1428

Shaun MaineChief executive OfficerConverge technology partners Inc.(416) 360-1495

Non-IFRS Measures

This press liberate makes reference to certain non-IFRS measures. EBITDA and Adjusted EBITDA as defined above, are measures that don't look to breathe recognized measures beneath IFRS, finish not occupy a standardized that means prescribed via IFRS and are for this judgement not going to breathe corresponding to similar measures offered by other organizations. reasonably, these measures are offered as additional info to complement IFRS measures by using presenting further realizing of Converge's effects of operations from administration's standpoint. thus, they should still now not breathe regarded in isolation nor as an alternative option to evaluation of Converge's pecuniary guidance said beneath IFRS. Converge uses non-IFRS measures to deliver traders with supplemental measures of its working performance and consequently highlight traits in its core company that can besides no longer otherwise breathe apparent when relying totally on IFRS economic measures. Converge additionally believes that securities analysts, traders and other involved parties frequently employ non-IFRS measures within the comparison of issuers. Converge's administration additionally makes employ of non-IFRS measures to breathe able to facilitate operating efficiency comparisons from term to length, result together annual working budgets and verify Converge's capability to fulfill its future debt service, capital expenditure and working capital necessities. administration uses EBITDA and Adjusted EBITDA as a measure of Converge's performance.

forward-looking suggestions

This press free up carries certain "forward-looking tips" and "ahead-looking statements" (at the selfsame time, "forward-looking statements") inside the which means of pertinent Canadian securities legislations regarding Norwick, Converge, and their respective agencies. each and every statements, aside from statements of traditional fact, are forward-looking statements and are in keeping with expectations, estimates and projections as on the date of this press unlock. Any commentary that includes discussions with treasure to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future hobbies or efficiency (frequently but now not at each and every times the usage of phrases corresponding to "expects", or "does not predict", "is anticipated" "anticipates" or "doesn't expect", "plans", "finances", "scheduled", "forecasts". "estimates", "believes" or intends" or variations of such words and phrases or stating that certain actions, events or results "can also" or "might, "would", "could" or "will" breathe taken to occur or breathe performed) are not statements of historic reality and may breathe ahead-looking statements. during this press release, forward-looking statements relate, amongst other things, to: the completion of the Qualifying Transaction; the company of Converge; the Consolidation; shareholder, director and regulatory approvals; and future press releases and disclosure. forward-searching statements are necessarily primarily based upon a number of estimates and assumptions that, while considered edifying value, are matter to ordinary and unknown hazards, uncertainties, and different components which could cause the precise effects and future routine to disagree materially from those expressed or implied by passage of such ahead-looking statements. Such components consist of, but don't look to breathe limited to: criterion business, economic, aggressive, political and gregarious uncertainties; and the extend or failure to receive shareholder, director or regulatory approvals. There can breathe no assurance that such statements will prove to breathe correct, as genuine results and future movements may fluctuate materially from those expected in such statements. thus, readers should still no longer vicinity undue reliance on the forward-looking statements and suggestions contained in this press release. apart from as required by passage of law, Norwick and Converge assume no duty to update the forward-searching statements of beliefs, opinions, projections, or different factors, may still they alternate, except as required by passage of legislation.

Completion of the transaction is field to a number of circumstances, including but now not restrained to, TSXV acceptance and if pertinent pursuant to TSXV trade necessities, majority of the minority shareholder approval. the station applicable, the transaction can't near except the necessary shareholder approval is bought. There can breathe no assurance that the transaction will breathe accomplished as proposed or in any respect.

traders are suggested that, except as disclosed within the filing commentary to breathe organized in reference to the Qualifying Transaction, any counsel released or received with treasure to the transaction might besides not breathe redress or comprehensive and will not breathe relied upon. trading within the securities of a capital pool company may still breathe regarded incredibly speculative.

The TSXV has by no means handed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press liberate.

This press unencumber doesn't depict a suggestion to promote or a solicitation of a suggestion to buy any of the securities within the united states. The securities haven't been and may now not breathe registered under the us Securities Act of 1933, as amended (the "U.S. Securities Act") or any situation securities laws and can no longer breathe provided or bought inside the u.s. until registered beneath the U.S. Securities Act and pertinent situation securities legal guidelines, until an exemption from such registration is purchasable.

not FOR DISTRIBUTION TO united states NEWSWIRE functions OR FOR DISSEMINATION in the u.s.

copyright (c) newsfile corp. 2018

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AICPA [2 Certification Exam(s) ]
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Oracle [299 Certification Exam(s) ]
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PMI [16 Certification Exam(s) ]
Polycom [2 Certification Exam(s) ]
PostgreSQL-CE [1 Certification Exam(s) ]
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PsychCorp [1 Certification Exam(s) ]
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Real-Estate [1 Certification Exam(s) ]
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Salesforce [5 Certification Exam(s) ]
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SASInstitute [15 Certification Exam(s) ]
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SCO [10 Certification Exam(s) ]
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SDI [3 Certification Exam(s) ]
See-Beyond [1 Certification Exam(s) ]
Siemens [1 Certification Exam(s) ]
Snia [7 Certification Exam(s) ]
SOA [15 Certification Exam(s) ]
Social-Work-Board [4 Certification Exam(s) ]
SpringSource [1 Certification Exam(s) ]
SUN [63 Certification Exam(s) ]
SUSE [1 Certification Exam(s) ]
Sybase [17 Certification Exam(s) ]
Symantec [136 Certification Exam(s) ]
Teacher-Certification [4 Certification Exam(s) ]
The-Open-Group [8 Certification Exam(s) ]
TIA [3 Certification Exam(s) ]
Tibco [18 Certification Exam(s) ]
Trainers [3 Certification Exam(s) ]
Trend [1 Certification Exam(s) ]
TruSecure [1 Certification Exam(s) ]
USMLE [1 Certification Exam(s) ]
VCE [7 Certification Exam(s) ]
Veeam [2 Certification Exam(s) ]
Veritas [33 Certification Exam(s) ]
Vmware [63 Certification Exam(s) ]
Wonderlic [2 Certification Exam(s) ]
Worldatwork [2 Certification Exam(s) ]
XML-Master [3 Certification Exam(s) ]
Zend [6 Certification Exam(s) ]

References :

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