Common use of Collateral Identification, Special Collateral Clause in Contracts

Collateral Identification, Special Collateral. (a) Schedule 5.2 (as such Schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such Grantor, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiaries, (3) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregate, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) United States registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantor, (7) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer software, (8) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 individually and $25,000 in the aggregate, (9) Letter of Credit Rights for letters of credit other than any Letters of Credit Rights worth less than $10,000 individually or $25,000 in the aggregate, and (10) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal property having a value less than $25,000 individually or $50,000 in the aggregate. Within 45 days of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so such schedule is accurate in all material respects as of the last day of such calendar year; (b) none of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) Schedule 5.2 (as such Schedule may be amended or supplemented from time to time) sets forth 5.2, as of the date of such Schedule Closing Date, sets forth under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesPledged Debt, (3) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 4,000,000 individually or $25,000 12,000,000 in the aggregate, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 4,000,000 individually or $25,000 12,000,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts other than any Commodity Contracts and Commodity Accounts, in each case, holding assets with a market value of less than $4,000,000 individually or $12,000,000 in the aggregate, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantor, (7) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Licenses constituting Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 4,000,000 individually and or $25,000 12,000,000 in the aggregate, (9) Letter of Credit Rights for letters of credit other than any Letters Letter of Credit Rights worth less than $10,000 4,000,000 individually or $25,000 12,000,000 in the aggregate, and (10) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 4,000,000 individually or $50,000 12,000,000 in the aggregate. Within 45 days of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such Schedule aggregate and (if necessary11) so such schedule is accurate in all material respects as of the last day of such calendar year;Material Contracts; and (b) none As of the Closing Date (A) no material portion of the Collateral constitutes, constitutes or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No stock and (B) no material portion of the collateral Collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantorjurisdiction.

Collateral Identification, Special Collateral. (a) at the time of delivery of quarterly financial statements pursuant to Section 5.1(b) of the Credit Agreement (and in connection with a Permitted Acquisition where the acquisition consideration is in excess of $5,000,000 for such Permitted Acquisition), Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesPledged Debt, (3) Deposit Accounts, Securities Accounts, Security Entitlements, Commodity Contracts and Commodity Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregatesubject to Section 4.2(a) above, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) all United States and foreign registrations and issuances of and applications for Patentspatents, Trademarkstrademarks, Internet domain names, and Copyrights copyrights owned by each Grantor, (75) all Patent Licenses, Trademark LicensesLicenses (including, without limitation, the Material Trademark License), Trade Secret Licenses and Copyright LicensesLicenses that, in each case other than licenses or grants of case, constitute Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) 6) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and or $25,000 1,000,000 in the aggregateaggregate with each other Commercial Tort Claim not listed on Schedule 5.2, (97) Letter of Credit Rights for letters of credit other than any Letters having a value in excess of Credit Rights worth less than $10,000 500,000 individually or $25,000 1,000,000 in the aggregate, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 individually or $50,000 5,000,000 in the aggregateaggregate at each location. Within 45 days of the end of each calendar year, each Each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is schedules are accurate in all material respects as at the time of delivery of quarterly financial statements with respect to the Fiscal Quarter most recently ended pursuant to Section 5.1(b) of the last day of such calendar yearCredit Agreement; (b) none on the Closing Date, no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, cut (other than timber located on real property owned or leased by any Grantor as described on Schedule 5.2) or (6) aircraftaircraft (other than fractional interests therein), aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;; and (c) on the Closing Date, all written information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. On the Closing Date, on the date of each Collateral Trust Joinder (as defined in the Collateral Trust Agreement), and the date of the delivery of each Compliance Certificate: (a) Schedule 5.2 (as such Schedule schedule may be amended or supplemented by the Borrower in the applicable Compliance Certificate from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notesPledged Debt, instruments (other than checks to be deposited any Pledged Debt for which the outstanding principal balance is less than $500,000 individually and $2,000,000 in the ordinary course aggregate for all Pledged Debt of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariessuch Grantor, (3) Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts other than any Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts having a value and/or holding deposits or assets with a market value of less than $10,000 1,000,000 individually or and $25,000 10,000,000 in the aggregateaggregate for all Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts of all Grantors, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, Trademarks and Copyrights owned by each such Grantor, (75) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareLicenses (to which any Grantor is a licensee) constituting Material Intellectual Property, (8) 6) Commercial Tort Claims Claims, other than any Commercial Tort Claims having a with an estimated value of less than $10,000 1,000,000 individually and $25,000 3,000,000 in the aggregateaggregate for all Commercial Tort Claims of such Grantor, (97) Letter of Credit Rights for letters of credit credit, other than any Letters Letter of Credit Rights worth having a value less than $10,000 500,000 individually or and $25,000 2,000,000 in the aggregateaggregate for all Letter of Credit Rights of such Grantor, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property property, other than any Inventory, Equipment or other tangible personal property having a value of less than $25,000 500,000 individually or and $50,000 2,000,000 in the aggregate. Within 45 days of the end of each calendar yearaggregate for all Inventory, each Grantor shall provide Collateral Agent with a supplement Equipment or other tangible personal property of such Schedule (if necessary) so such schedule is accurate in all material respects as of the last day of such calendar yearGrantor; (b) none no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No , nor does any material portion of the collateral consists Collateral consist of motor vehicles or other goods Goods subject to a certificate of title statute of any jurisdiction of the United States;jurisdiction; and (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; providedno Excluded Property, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (eany Equity Interests described in Section 2.2(c) no Excluded Asset and Section 2.2(d) hereof, is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) Schedule 5.2 (as such Schedule may be amended or supplemented from time to time) sets forth 5.2, as of the date of such Schedule Closing Date, sets forth under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesPledged Debt, (3) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 10,000,000 individually or $25,000 30,000,000 in the aggregate, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 10,000,000 individually or $25,000 30,000,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts other than any Commodity Contracts and Commodity Accounts, in each case, holding assets with a market value of less than $10,000,000 individually or $30,000,000 in the aggregate, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantor, (7) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Licenses constituting Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 10,000,000 individually and or $25,000 30,000,000 in the aggregate, (9) Letter of Credit Rights for letters of credit other than any Letters Letter of Credit Rights worth less than $10,000 10,000,000 individually or $25,000 30,000,000 in the aggregate, and (10) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 10,000,000 individually or $50,000 30,000,000 in the aggregate. Within 45 days of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such Schedule aggregate and (if necessary11) so such schedule is accurate in all material respects as of the last day of such calendar year;Material Contracts; and (b) none As of the Closing Date (A) no material portion of the Collateral constitutes, constitutes or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No stock and (B) no material portion of the collateral Collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;jurisdiction. (c) all information supplied Solely in writing by any Grantor to a Secured Party with respect to any the case of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Irish Grantor, accurate and complete in all material respects; (d) not more than 10% Schedule 5.2, as of the value Closing Date, sets forth the name and address of all any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property included in the Collateral is located in any country other than any Inventory, Equipment or other tangible person property of the United States; and (e) no Excluded Asset is material to the business of such Grantor.Irish Grantor having a value less than $10,000,000 individually or $30,000,000

Collateral Identification, Special Collateral. (a) On the Restatement Date and within 30 days following the completion of the most recent Fiscal Quarter prior to a Credit Date, Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) Pledged Equity Interests constituting Collateral, other than any Pledged Equity Interests valued at less than $50,000 individually or $250,000 in the aggregate, provided that such exception shall not apply to any Pledged Equity Interests evidencing the equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such Grantorthe Borrower’s Subsidiaries, (2) all promissory notes, instruments (Pledged Debt other than checks to be deposited any Pledged Debt having a face amount of less than $250,000 individually or $1,000,000 in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesaggregate, (3) Securities Accounts, Security Entitlements, Commodity Accounts and Commodity Contracts other than any Securities Accounts, Security Entitlements, Commodity Accounts holding assets with and Commodity Contracts having a market value of less than than, or having funds or other assets credited thereto with a value of less than, $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantorsuch Grantor constituting Material Intellectual Property, (76) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses constituting Material Intellectual Property other than employment related agreements or consulting agreements with individuals to the extent that such agreements can be characterized as Patent Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareTrademark Licenses, Trade Secret Licenses and/or Copyright Licenses, (8) 7) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and $25,000 2,000,000 in the aggregate, (9) Letter of 8) Letter-of-Credit Rights for letters of credit other than any Letters of Credit Rights worth less than $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, and (109) other than with salesman, servicemen, customers or such items in transit, under repair or with assemblers, the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 1,000,000 individually or $50,000 5,000,000 in the aggregate, and (10) Material Contracts. Within 45 30 days following the completion of the end of each calendar yearmost recent Fiscal Quarter prior to a Credit Date, each such Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is accurate in all material respects as of the last day of such calendar year;schedules are accurate. (b) none None of the Collateral in excess of $500,000 individually or $2,000,000 in the aggregate constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral Collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;jurisdiction. (c) all All information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects;. (d) not more than 10% of the value of all personal property included in the Collateral is located in any country No Excluded Asset (other than the United States; and (eThird Wave Shares) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) at the time of delivery of quarterly financial statements pursuant to Section 5.1(b) of the Credit Agreement (and in connection with a Permitted Acquisition where the acquisition consideration is in excess of $5,000,000 for such Permitted Acquisition), Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesPledged Debt, (3) Deposit Accounts, Securities Accounts, Security Entitlements, Commodity Contracts and Commodity Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregatesubject to Section 4.2(a) above, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) all United States and foreign registrations and issuances of and applications for Patentspatents, Trademarkstrademarks, Internet domain names, and Copyrights copyrights owned by each Grantor, (75) all Patent Licenses, Trademark LicensesLicenses (including, without limitation, the Material Trademark License), Trade Secret Licenses and Copyright LicensesLicenses that, in each case other than licenses or grants of case, constitute Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) 6) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and or $25,000 1,000,000 in the aggregateaggregate with each other Commercial Tort Claim not listed on Schedule 5.2, (97) Letter of Credit Rights for letters of credit other than any Letters having a value in excess of Credit Rights worth less than $10,000 500,000 individually or $25,000 1,000,000 in the aggregate, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 individually or $50,000 5,000,000 in the aggregateaggregate at each location. Within 45 days of the end of each calendar year, each Each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is schedules are accurate in all material respects as at the time of delivery of quarterly financial statements with respect to the Fiscal Quarter most recently ended pursuant to Section 5.1(b) of the last day of such calendar yearCredit Agreement; (b) none on the Closing Date and on each Credit Date, no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, cut (other than timber located on real property owned or leased by any Grantor as described on Schedule 5.2) or (6) aircraftaircraft (other than fractional interests therein), aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;; and (c) on the Closing Date and on each Credit Date, all written information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. On the Closing Date and on the date of the delivery of each Compliance Certificate: (a) Schedule 5.2 (as such Schedule schedule may be amended or supplemented by the Borrower in the applicable Compliance Certificate from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares Pledged Equity Interests of capital stock owned by such GrantorUS Issuers, (2) all promissory notesPledged Debt governed by the Laws of the United States or any political subdivision thereof, instruments (other than checks to be deposited any Pledged Debt for which the outstanding principal balance is less than $500,000 individually and $2,000,000 in the ordinary course aggregate for all such Pledged Debt of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesGrantors, (3) Securities Accounts Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts, in each case located in the United States, other than any Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts having a value and/or holding deposits or assets with a market value of less than $10,000 500,000 individually or and $25,000 3,000,000 in the aggregateaggregate for all such Securities Accounts, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregateAccounts, (5) Commodity Contracts and Commodity Accounts, in each case located in the United States of all Grantors, (64) United States and foreign registrations and issuances of and applications for Patents, Trademarks, Trademarks and Copyrights owned by each such Grantor, (75) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Intellectual Property entered into in Licenses (to which any Grantor is a licensee) governed by the ordinary course Laws of business the United States or any political subdivision thereof and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareconstituting Material Intellectual Property, (8) 6) Commercial Tort Claims governed by the Laws of the United States or any political subdivision thereof, other than any Commercial Tort Claims having a with an estimated value of less than $10,000 1,000,000 individually and $25,000 3,000,000 in the aggregateaggregate for all Commercial Tort Claims governed by the Laws of the United States or any political subdivision thereof of all Grantors, (97) Letter of Credit Rights for letters of credit governed by the Laws of the United States or any political subdivision thereof, other than any Letters Letter of Credit Rights worth having a value less than $10,000 500,000 individually or and $25,000 2,000,000 in the aggregateaggregate for all Letter of Credit Rights governed by the Laws of the United States or any political subdivision thereof of all Grantors, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property property, in each case located in the United States, other than any Inventory, Equipment or other tangible personal property having a value of less than $25,000 500,000 individually or and $50,000 2,000,000 in the aggregate. Within 45 days aggregate for all Inventory, Equipment or other tangible personal property, in each case located in the United States, of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so such schedule is accurate in all material respects as of the last day of such calendar yearGrantors; (b) none no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No , nor does any material portion of the collateral consists Collateral consist of motor vehicles or other goods Goods subject to a certificate of title statute of any jurisdiction of the United States;jurisdiction; and (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; providedno Excluded Property, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (eany Equity Interests described in Section 2.2(c) no Excluded Asset hereof, is material to the business of such US Grantor.

Collateral Identification, Special Collateral. On the date hereof (or, with respect to any Additional Grantor, the date of such Grantor’s Pledge Supplement): (a) Schedule 5.2 (as such Schedule schedule may be amended or supplemented by the Grantors from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notesPledged Debt, instruments (other than checks to be deposited any Pledged Debt (x) for which the outstanding principal balance is less than $100,000 individually and $1,000,000 in the ordinary course aggregate for all Pledged Debt of businesssuch Grantor or (y) that is subject to and evidenced by the Intercompany Note (as defined in the DIP Credit Agreement), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiaries, (3) Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts other than any Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts having a value and/or holding deposits or assets with a market value of less than $10,000 100,000 individually or and $25,000 1,000,000 in the aggregateaggregate for all Securities Accounts, Deposit Accounts, Commodity Contracts and Commodity Accounts of all Grantors, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, Trademarks and Copyrights owned by each such Grantor, (75) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareLicenses (to which any Grantor is a licensee) constituting Material Intellectual Property, (8) 6) Commercial Tort Claims Claims, other than any Commercial Tort Claims having a with an estimated value of less than $10,000 500,000 individually and $25,000 2,000,000 in the aggregateaggregate for all Commercial Tort Claims of such Grantor, (97) Letter of Credit Rights for letters of credit credit, other than any Letters Letter of Credit Rights worth having a value less than $10,000 100,000 individually or and $25,000 1,000,000 in the aggregateaggregate for all Letter of Credit Rights of such Grantor, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property property, other than any Inventory, Equipment or other tangible personal property having a value face amount of less than $25,000 50,000 individually or and $50,000 1,000,000 in the aggregate. Within 45 days of the end of each calendar yearaggregate for all Inventory, each Grantor shall provide Collateral Agent with a supplement Equipment or other tangible personal property of such Schedule (if necessary) so such schedule is accurate in all material respects as of the last day of such calendar year;Grantor; and (b) none no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No , nor does any material portion of the collateral consists Collateral consist of motor vehicles or other goods Goods subject to a certificate of title statute of any jurisdiction of the United States; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantorjurisdiction.

Collateral Identification, Special Collateral. (a) at the time of delivery of quarterly financial statements pursuant to Section 5.1(b) of the Credit Agreement (and in connection with a Permitted Acquisition where the acquisition consideration is in excess of $5,000,000 for such Permitted Acquisition), Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notes, instruments (other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesPledged Debt, (3) Deposit Accounts, Securities Accounts, Security Entitlements, Commodity Contracts and Commodity Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregatesubject to Section 4.2 (a) above, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) all United States and foreign registrations and issuances of and applications for Patentspatents, Trademarkstrademarks, Internet domain names, and Copyrights copyrights owned by each Grantor, (75) all Patent Licenses, Trademark LicensesLicenses (including, without limitation, the Material Trademark License), Trade Secret Licenses and Copyright LicensesLicenses that, in each case other than licenses or grants of case, constitute Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) 6) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and or $25,000 1,000,000 in the aggregateaggregate with each other Commercial Tort Claim not listed on Schedule 5.2, (97) Letter of Credit Rights for letters of credit other than any Letters having a value in excess of Credit Rights worth less than $10,000 500,000 individually or $25,000 1,000,000 in the aggregate, and (10) 8) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 individually or $50,000 5,000,000 in the aggregateaggregate at each location. Within 45 days of the end of each calendar year, each Each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is schedules are accurate in all material respects as at the time of delivery of quarterly financial statements with respect to the Fiscal Quarter most recently ended pursuant to Section 5.1(b) of the last day of such calendar yearCredit Agreement; (b) none on the Closing Date, no material portion of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, cut (other than timber located on real property owned or leased by any Grantor as described on Schedule 5.2) or (6) aircraftaircraft (other than fractional interests therein), aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;; and (c) on the Closing Date, all written information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) On the Closing Date and within 30 days following the completion of the most recent Fiscal Quarter prior to a Credit Date, Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) Pledged Equity Interests constituting Collateral, other than any Pledged Equity Interests valued at less than $50,000 individually or $250,000 in the aggregate, provided that such exception shall not apply to any Pledged Equity Interests evidencing the equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such Grantorthe Borrower’s Subsidiaries, (2) all promissory notes, instruments (Pledged Debt other than checks to be deposited any Pledged Debt having a face amount of less than $250,000 individually or $1,000,000 in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesaggregate, (3) Securities Accounts, Security Entitlements, Commodity Accounts and Commodity Contracts other than any Securities Accounts, Security Entitlements, Commodity Accounts holding assets with and Commodity Contracts having a market value of less than than, or having funds or other assets credited thereto with a value of less than, $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, (5) Commodity Contracts and Commodity Accounts, (6) United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each GrantorGrantor constituting Material Intellectual Property, (76) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses constituting Material Intellectual Property other than employment related agreements or consulting agreements with individuals to the extent that such agreements can be characterized as Patent Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareTrademark Licenses, Trade Secret Licenses and/or Copyright Licenses, (8) 7) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and $25,000 2,000,000 in the aggregate, (9) Letter of 8) Letter-of-Credit Rights for letters of credit other than any Letters of Credit Rights worth less than $10,000 250,000 individually or $25,000 1,000,000 in the aggregate, and (109) other than with salesman, servicemen, customers or such items in transit, under repair or with assemblers, the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal person property having a value less than $25,000 1,000,000 individually or $50,000 5,000,000 in the aggregate, and (10) Material Contracts. Within 45 30 days following the completion of the end of each calendar yearmost recent Fiscal Quarter prior to a Credit Date, each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is accurate in all material respects as of the last day of such calendar yearschedules are accurate; (b) none of the Collateral in excess of $500,000 individually or $2,000,000 in the aggregate constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United Statesjurisdiction; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects;and (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) On the Closing Date, Schedule 5.2 (as such Schedule may be amended or supplemented from time to time) 5.02 sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests Pledged Equity Interests constituting Collateral, other than any Pledged Equity Interests valued at less than $5,000,000 individually, except to the extent that the aggregate value of such Pledged Equity Interests exceeds $25,000,000, (in another limited liability companywhich case, general partnershipthis scheduling requirement shall only apply to all Pledged Equity Interests in excess of the aggregate threshold), limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by provided that such Grantorexception shall not apply to any Pledged Equity Interests evidencing the Equity Interests in the Company’s Subsidiaries, (2) all promissory notes, instruments (Pledged Debt other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money any Pledged Debt having an aggregate value or a face amount of less than $10,000,000 individually, except to the extent that the aggregate face amount of such Pledged Debt exceeds $30,000,000 (in which case, this scheduling requirement shall only apply to all Pledged Debt in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesthe aggregate threshold), (3) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregateReserved, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregateReserved, (5) Commodity Contracts and Commodity Accounts, (6) United States registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantorsuch Grantor constituting Material Intellectual Property, (76) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses constituting Material Intellectual Property other than employment related agreements or consulting agreements with individuals to the extent that such agreements can be characterized as Patent Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareTrademark Licenses, Trade Secret Licenses and/or Copyright Licenses, (8) 7) Commercial Tort Claims constituting Collateral other than (A) any Commercial Tort Claims having a value of less than $10,000 individually and 15,000,000 individually, except to the extent that the aggregate value of such Commercial Tort Claims exceeds $25,000 in 50,000,000 or (B) any Commercial Tort Claim with respect to the aggregateinfringement of Intellectual Property as to which the Company has no knowledge, (9) Letter of 8) Letter-of-Credit Rights for letters of credit other than any individual Letters of Credit Rights worth less than $10,000 individually or $25,000 in the aggregate25,000,000, and (109) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property property, in each case, constituting Collateral other than (A) Specified Equipment and Inventory, (B) other Equipment, Inventory and other tangible personal property with warehousemen, salesmen, servicemen, customers or such items in transit, under repair or with assemblers and/or manufacturers, (C) any other Inventory, Equipment and other tangible personal property, in each case, constituting Collateral at one location having a value less than $15,000,000 individually, except to the extent the aggregate value of such Inventory, Equipment or other tangible personal property having a value less than exceeds $25,000 individually or $50,000 in the aggregate. Within 45 days of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so such schedule is accurate in all material respects as of the last day of such calendar year; (b) none of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; (5) timber to be cut, 50,000,000 or (6D) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States; listed on Schedule 5.05 and (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects; (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.)

Collateral Identification, Special Collateral. (a) Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests Pledged Equity Interests (other than Equity Interests held by any Grantor in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such Grantorany Dormant Subsidiary), (2) all promissory notesEquity Interests (that would otherwise constitute a Pledged Equity Interest) to the extent they secure or are the subject of a negative pledge to support Non-Recourse Indebtedness of the Borrower or any other Grantor, instruments (3) Pledged Debt (other than checks to be deposited mortgage loans or consumer loans owned by any Grantor in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiaries, (34) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 500,000 individually or $25,000 1,000,000 in the aggregate, (45) Deposit Accounts other than any Deposit Accounts holding less than $10,000 500,000 individually or $25,000 1,000,000 in the aggregate, (56) Commodity Contracts and Commodity Accounts, (67) all United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantor, (7) 8) all Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Licenses constituting Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) 9) Commercial Tort Claims other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and $25,000 1,000,000 in the aggregate, and (910) Letter of Credit Rights for letters of credit other than any Letters of Credit Rights worth less than $10,000 500,000, individually or $25,000 in the aggregate, and (10) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal property having a value less than $25,000 individually or $50,000 1,000,000 in the aggregate. Within 45 days of the end of each calendar year, each Each Grantor shall provide Collateral Agent with a supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is schedules are accurate in all material respects as of the last day of such calendar yearon each Increased Amount Date; (b) none of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (54) timber to be cut, cut or (65) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United Statesjurisdiction; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects;and (d) not more than 10% of the value of all personal property included in the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.

Collateral Identification, Special Collateral. (a) On the Restatement Date, Schedule 5.2 (as such Schedule may be amended or supplemented from time to time) 5.02 sets forth as of the date of such Schedule under the appropriate headings all of such Grantor’s: (1) equity interests Pledged Equity Interests constituting Collateral, other than any Pledged Equity Interests valued at less than $10,000,000 individually, except to the extent that the aggregate value of such Pledged Equity Interests exceeds $35,000,000, (in another limited liability companywhich case, general partnershipthis scheduling requirement shall only apply to all Pledged Equity Interests in excess of the aggregate threshold), limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by provided that such Grantorexception shall not apply to any Pledged Equity Interests evidencing the Equity Interests in the Company’s Subsidiaries, (2) all promissory notes, instruments (Pledged Debt other than checks to be deposited in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money (x) any Pledged Debt having an aggregate value or a face amount of less than $15,000,000 individually, except to the extent that the aggregate face amount of such Pledged Debt exceeds $50,000,000 (in which case, this scheduling requirement shall only apply to all Pledged Debt in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiariesthe aggregate threshold) and (y) Specified Minority Debt Investments, (3) Securities Accounts other than any Securities Accounts holding assets with a market value of less than $10,000 individually or $25,000 in the aggregateReserved, (4) Deposit Accounts other than any Deposit Accounts holding less than $10,000 individually or $25,000 in the aggregateReserved, (5) Commodity Contracts and Commodity Accounts, (6) United States registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantorsuch Grantor constituting Material Intellectual Property, (76) Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses constituting Material Intellectual Property other than employment related agreements or consulting agreements with individuals to the extent that such agreements can be characterized as Patent Licenses, in each case other than licenses or grants of Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareTrademark Licenses, Trade Secret Licenses and/or Copyright Licenses, (8) 7) Commercial Tort Claims constituting Collateral other than (A) any Commercial Tort Claims having a value of less than $10,000 individually and 20,000,000 individually, except to the extent that the aggregate value of such Commercial Tort Claims exceeds $25,000 in 60,000,000 or (B) any Commercial Tort Claim with respect to the aggregateinfringement of Intellectual Property as to which the Company has no knowledge, (9) 8) Letter of Credit Rights for the letters of credit other than any Letters individual Letter of Credit Rights worth less than $10,000 individually or $25,000 in the aggregate25,000,000, and (109) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property property, in each case, constituting Collateral other than (A) Specified Equipment and Inventory, (B) other Equipment, Inventory and other tangible personal property with warehousemen, salesmen, servicemen, customers or such items in transit, under repair or with assemblers and/or manufacturers, (C) any other Inventory, Equipment and other tangible personal property, in each case, constituting Collateral at one location having a value less than $20,000,000 individually, except to the extent the aggregate value of such Inventory, Equipment or other tangible personal property having a value less than exceeds $25,000 individually 60,000,000 or $50,000 in the aggregate. Within 45 days of the end of each calendar year, each Grantor shall provide Collateral Agent with a supplement of such (D) listed on Schedule 5.05 and (if necessary10) so such schedule is accurate in all material respects as of the last day of such calendar year;Material Contracts. (b) none None of the Collateral in excess of $15,000,000 individually or $40,000,000 in the aggregate (which is not encumbered by a valid, perfected, First Priority Lien securing the Secured Obligations) constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (5) timber to be cut, or (6) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United States;. (c) all All information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, subject to the knowledge of such Grantorthresholds, accurate exclusions and complete limitations set forth in all material respects; (d) not more than 10% of this Agreement, the value of all personal property included in Credit Agreement, or the Collateral is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such GrantorPerfection Certificate, as applicable.

Collateral Identification, Special Collateral. (a) Schedule 5.2 (as such Schedule schedule may be amended or supplemented from time to time) sets forth as of the date of such Schedule under the appropriate headings all of such each applicable Grantor’s: (1) equity interests in another limited liability company, general partnership, limited partnership, limited liability partnership or other partnership, and all shares of capital stock owned by such GrantorPledged Equity Interests, (2) all promissory notesEquity Interests (that would otherwise constitute a Pledged Equity Interest) to the extent they secure or are the subject of a negative pledge to support Non-Recourse Indebtedness of Parent, instruments the Company or any other Grantor, (3) Pledged Debt (other than checks to be deposited mortgage loans or consumer loans owned by any Grantor in the ordinary course of business), tangible chattel paper, electronic chattel paper and other evidence of indebtedness for borrowed money having an aggregate value or face amount in excess of $25,000, including all intercompany notes with another Grantors or any of its subsidiaries, (34) Securities Accounts included in the Collateral other than any Securities Accounts holding assets with a market value of less than $10,000 1,000,000 individually or $25,000 5,000,000 in the aggregate, (45) Deposit Accounts included in the Collateral other than any Deposit Accounts holding less than $10,000 1,000,000 individually or $25,000 5,000,000 in the aggregate, (56) Commodity Contracts and Commodity Accounts, (67) all United States and foreign registrations and issuances of and applications for Patents, Trademarks, and Copyrights owned by each Grantorsuch Grantor included in the Collateral, (7) 8) all Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses, in each case other than licenses or grants of Licenses constituting Material Intellectual Property entered into in the ordinary course of business and “shrink wrap,” “click through” or similar license agreements accompanying commercially available computer softwareProperty, (8) 9) Commercial Tort Claims included in the Collateral other than any Commercial Tort Claims having a value of less than $10,000 500,000 individually and $25,000 1,000,000 in the aggregate, and (910) Letter of Credit Rights included in the Collateral for letters of credit other than any Letters of Credit Rights worth less than $10,000 500,000, individually or $25,000 in the aggregate, and (10) the name and address of any warehouseman, bailee or other third party in possession of any Inventory, Equipment and other tangible personal property other than any Inventory, Equipment or other tangible personal property having a value less than $25,000 individually or $50,000 1,000,000 in the aggregate. Within 45 days of the end of each calendar year, each Each Grantor shall provide Collateral Agent with a promptly supplement of such Schedule (if necessary) so schedules as necessary to ensure that such schedule is accurate in all material respects as of the last day of such calendar yearschedules are accurate; (b) none of the Collateral constitutes, or is the Proceeds of, (1) Farm Products, (2) As-Extracted Collateral, (3) Manufactured Homes, (4) Health-Care-Insurance Receivables; , (54) timber to be cut, cut or (65) aircraft, aircraft engines, satellites, ships or railroad rolling stock. No material portion of the collateral consists of motor vehicles or other goods subject to a certificate of title statute of any jurisdiction of the United Statesjurisdiction; (c) all information supplied in writing by any Grantor to a Secured Party with respect to any of the Collateral (in each case case, taken as a whole with respect to any particular Collateral) is accurate and complete in all material respects; provided, however, that information concerning the counter party to any Patent Licenses, Trademark Licenses, Trade Secret Licenses and Copyright Licenses is, to the knowledge of such Grantor, accurate and complete in all material respects;and (d) not more than 10% of the value of all personal property included in the Collateral (other than the Equity Interests of Foreign Subsidiaries of the Parent) is located in any country other than the United States; and (e) no Excluded Asset is material to the business of such Grantor.