Common use of Subsidiaries; Equity Interests; Loan Parties Clause in Contracts

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiaries.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Fifth Amendment Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable (to the extent applicable) and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsPermitted Liens. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Fifth Amendment Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Fifth Amendment Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is the Administrative Agent on the Fifth Amendment Closing Date is, as of the Fifth Amendment Closing Date, a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiariesdate hereof.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of on Schedule 5.136.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 6.13 free and clear of all Liens except (i) those created under the Collateral DocumentsDocuments and (ii) solely in the case of Equity Interests in any Subsidiary of SWY, Permitted Liens. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of on Schedule 5.136.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned by Sisecam Chemicals USA Inc. and Enterprises in the amounts specified on Schedule 6.13 free and clear of all Liens. Set forth on Part (c) of Schedule 5.13 6.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv5.01(c) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except (i) those created under the Collateral Documents, and (ii) any nonconsensual Lien that is permitted under Section 7.01. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Company has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable nonassessable and are owned by a Loan Party the Persons in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsDocuments and Liens permitted by Section 7.01(c). As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Company has no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Company have been validly issued, issued and are fully paid and non-assessablenonassessable. Unissued Equity Interests in the Company in an amount sufficient for the complete conversion of the Senior Convertible Notes have been authorized. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan PartiesParties as of the Closing Date, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. Set forth on Part (d) of Schedule 5.13 is a complete and accurate list of all Restricted Subsidiaries (other than Loan Parties) and all Unrestricted Subsidiaries as of the Closing Date. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(v) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any Subsidiaries on the date hereof other than those specifically disclosed in Part (a) of Schedule 5.135.10 of the Disclosure Letter, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 5.10 of the Disclosure Letter free and clear of all Liens except those created under the Collateral Documents(subject to Liens permitted by each of Sections 7.01 and 7.02(a)). As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity on the date hereof other than those specifically disclosed in Part (b) of Schedule 5.135.10 of the Disclosure Letter. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned (directly or indirectly) by Springleaf free and clear of all Liens except those created under the Pledge Agreement. Set forth on Part (cd) of Schedule 5.13 5.10 of the Disclosure Letter is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Restatement Effective Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiaries.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsDocuments and those listed on Schedule 5.08(b). As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and, as of the Closing Date, are owned by the Parent in the amounts specified on Part (c) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. Set As of the Closing Date, set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation, if any. The As of the Closing Date, the copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(viii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable (if applicable) and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 5.13, free and clear of all Liens except those created under the Collateral DocumentsDocuments and Permitted Liens. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable (if applicable) and, as of the Closing Date, are owned by the Persons and in the amounts specified on Part (c) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents and Permitted Liens. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiaries.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.135.13 hereto, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 hereto free and clear of all Liens except those created under the Collateral DocumentsDocuments and those listed on Schedule 5.08(b) hereto. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.135.13 hereto. All As of the outstanding Equity Interests in Holdings have been validly issuedClosing Date, are fully paid and non-assessable. Set set forth on Part (cd) of Schedule 5.13 hereto is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Closing Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are, with respect to Subsidiaries that are corporations, fully paid and non-assessable assessable, and no liability will attach to the holders of such Equity Interests solely by reason of ownership of such Equity Interests, and all such Equity Interests are owned by a Loan Party in the amounts specified on Part (ab) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsDocuments and Liens of the type described by Section 7.01(b). As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporationorganization, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Closing Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(v) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entityeffect. As of the Closing Date there are no Immaterial SubsidiariesDate, the information included in the Beneficial Ownership Certification is true and correct in all respects.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Amendment and Restatement Effective Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are are, if applicable, fully paid and non-assessable and, as of the Amendment and Restatement Effective Date, are owned (other than with respect to director’s qualifying shares and shares issued to foreign nationals to the extent required by applicable law) by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created permitted under the Collateral DocumentsSection 7.01. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Amendment and Restatement Effective Date, no Loan Party has any equity investments in any other corporation or entity (other than a Subsidiary) other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list as of the Amendment and Restatement Effective Date of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Amendment and Restatement Effective Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Amendment and Restatement Effective Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(iii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)this Agreement, no each Loan Party has any no Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsExisting Credit Agreement and the collateral documents relating thereto. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)hereof, no each Loan Party has any no equity investments in any other corporation or entity other than such Loan Party’s Subsidiaries and those equity investments specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned by Holdings in the amounts specified on Part (c) of Schedule 5.13 free and clear of all Liens except those created under the Existing Credit Agreement and the collateral documents relating thereto. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list as of the date hereof of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) hereof (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The As of the date hereof, the copy of the Organization Document charter of each Loan Party and each amendment Project Leap Bridge Credit Agreement thereto provided pursuant to Section 4.01(a)(iv) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Seventh Amendment Effective Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are, with respect to Subsidiaries that are corporations, fully paid and non-assessable assessable, and no liability will attach to the holders of such Equity Interests solely by reason of ownership of such Equity Interests, and all such Equity Interests are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsDocuments and Liens of the type described by Section 7.01(b). As of the date of Seventh Amendment Effective Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Seventh Amendment Effective Date (as to each Loan Party) the jurisdiction of its incorporationorganization, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Seventh Amendment Effective Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vi) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.135.13 hereto, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 hereto free and clear of all Liens except those created under the Collateral DocumentsArticle XII hereof and those listed on Schedule 5.08(b) hereto. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Closing Date, no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.135.13 hereto. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth assessable and, as of the Closing Date, are owned by the Parent in the amounts specified on Part (c) of Schedule 5.13 hereto free and clear of all Liens except those created pursuant to Article XII hereof. As of the Closing Date, set forth on Part (d) of Schedule 5.13 hereto is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Closing Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(xi) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Amendment and Restatement Effective Date, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned directly or indirectly by a Loan Party in the amounts specified on in Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)Amendment and Restatement Effective Date, no Loan Party has any equity investments in any other corporation or entity other than such Subsidiaries and those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned by Holdings free and clear of all Liens except those created under the Collateral Documents. Set forth on in Part (c) of Schedule 5.13 is a complete and accurate list of Holdings and all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) (as to each Loan Party) Amendment and Restatement Effective Date, the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Amendment and Restatement Effective Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiaries.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any Subsidiaries Subsidiaries, Minority Investments or Professional Services Affiliates other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries Subsidiaries, Minority Investments and Professional Services Affiliates have been validly issued, are fully paid and non-assessable and and, in the case of any Subsidiary or Minority Investment, are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings have the Borrower has been validly issued, are fully paid and non-assessableassessable and are owned by Holdings as set forth on Part (c) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) First Amendment Effective Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and chief executive office (if different) and, where applicable, its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document Documents of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) 4.01 is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the Closing Date (or the date of the last required supplement (if any) to such Schedule any updated schedules delivered pursuant to Section 6.02(h) or any supplements delivered pursuant to Section 6.12(a)(i)), no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned by Holdings free and clear of all Liens except those created under the Collateral Documents. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The As of the Closing Date, the copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Company has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable nonassessable and are owned by a Loan Party the Persons in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsLiens permitted by Section 7.01(c). As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Company has no Loan Party has any equity investments in any other corporation or entity other than those specifically separately disclosed in Part (b) the Schedule of Schedule 5.13Investments provided to the Administrative Agent and the Lenders on the Closing Date. All of the outstanding Equity Interests in Holdings the Company have been validly issued, issued and are fully paid and non-assessablenonassessable. Set forth on Part (cb) of Schedule 5.13 is a complete and accurate list of all Loan PartiesParties as of the Closing Date, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Restricted Subsidiaries (other than Loan Parties) and all Unrestricted Subsidiaries as of the Closing Date. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date Closing Date and as of the last required supplement (if any) to date such Schedule pursuant was required to Section 6.02(h)be updated in accordance with Sections 6.02 and 6.12, the Domestic Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable non‑assessable and are owned by a Loan Party the Subsidiary indicated on and in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As Documents and other non-consensual Permitted Liens (which non-consensual Permitted Liens shall not secure an aggregate amount in excess of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(hThreshold Amount), no . No Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Domestic Borrower have been validly issued, are fully paid and non-assessablenon‑assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary non‑U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy copies of the Organization Document Documents of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is a and (v) are true and correct copy copies of each such documentof the respective documents, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.135.13 of the Disclosure Schedules, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 of the Disclosure Schedules free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments Investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.135.13 of the Disclosure Schedules. All of the outstanding Equity Interests in Holdings have each Borrower has been validly issued, are fully paid and non-assessable. Set forth assessable and are owned by the Persons identified in and in the amounts specified on Part (c) of Schedule 5.13 of the Disclosure Schedules free and clear of all Liens except those created under the Collateral Documents. Set forth on Part (d) of Schedule 5.13 of the Disclosure Schedules is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary non- U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)hereof, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party or a Subsidiary of a Loan Party in the amounts specified on Part (a) of Schedule 5.13 5.13, and all Equity Interests owned by a Loan Party are free and clear of all Liens except those created under the Collateral DocumentsDocuments and Permitted Liens. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity as of the date hereof other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and as of the date hereof are owned by Holdings in the amounts specified on Part (c) of Schedule 5.13. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings Borrower have been validly issued, are fully paid and non-assessableassessable and Borrower’s authorized Equity Interests are set forth on Part (c) of Schedule 5.13. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(viii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)hereof, no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party or a Subsidiary of a Loan Party in the amounts specified on Part (a) of Schedule 5.13 5.13, and all Equity Interests owned by a Loan Party are free and clear of all Liens except those created under the Collateral DocumentsDocuments and Permitted Liens. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), no No Loan Party has any equity investments in any other corporation or entity as of the date hereof other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and as of the date hereof are owned by the Parent in the amounts specified on Part (c) of Schedule 5.13. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vii) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (aSchedule 5.13. As of the Acquisition Closing Date, the Borrower has no Subsidiaries other than those specifically disclosed in Schedule 1(a) of Schedule 5.13the Perfection Certificate, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (ain Schedule 9(a) of Schedule 5.13 to the Perfection Certificate free and clear of all Liens except those created under the Collateral DocumentsDocuments and such other Liens as are permitted under Section 7.01. As of the date of Acquisition Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any equity investments in any other corporation or entity Person other than those specifically disclosed in Part (bSchedules 9(a) of Schedule 5.13and 9(b) to the Perfection Certificate. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (cin Schedule 1(a) of Schedule 5.13 to the Perfection Certificate is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Acquisition Closing Date (as to each Loan Party) the jurisdiction of its incorporationorganization, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiariesorganization.

Subsidiaries; Equity Interests; Loan Parties. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)this Agreement, no each Loan Party has any no Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are fully paid and non-assessable and are owned by a Loan Party in the amounts specified on Part (a) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. As of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h)hereof, no each Loan Party has any no equity investments in any other corporation or entity other than such Loan Party’s Subsidiaries and those equity investments specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessableassessable and are owned by Holdings in the amounts specified on Part (c) of Schedule 5.13 free and clear of all Liens except those created under the Collateral Documents. Set forth on Part (cd) of Schedule 5.13 is a complete and accurate list as of the date hereof of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) hereof (as to each Loan Party) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-Domestic Subsidiary U.S. Loan Party that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The As of the date hereof, the copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vi) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entity. As of the Closing Date there are no Immaterial Subsidiarieseffect.

Subsidiaries; Equity Interests; Loan Parties. As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any Subsidiaries other than those specifically disclosed in Part (a) of Schedule 5.13, and all of the outstanding Equity Interests in such Subsidiaries have been validly issued, are, with respect to Subsidiaries that are corporations, fully paid and non-assessable assessable, and no liability will attach to the holders of such Equity Interests solely by reason of ownership of such Equity Interests, and all such Equity Interests are owned by a Loan Party in the amounts specified on Part (ab) of Schedule 5.13 free and clear of all Liens except those created under the Collateral DocumentsDocuments and Liens of the type described by Section 7.01(b). As of the date of Closing Date, the last required supplement (if any) to such Schedule pursuant to Section 6.02(h), Borrower has no Loan Party has any equity investments in any other corporation or entity other than those specifically disclosed in Part (b) of Schedule 5.13. All of the outstanding Equity Interests in Holdings the Borrower have been validly issued, are fully paid and non-assessable. Set forth on Part (c) of Schedule 5.13 is a complete and accurate list of all Loan Parties, showing as of the date of the last required supplement (if any) to such Schedule pursuant to Section 6.02(h) Closing Date (as to each Loan Party) the jurisdiction of its incorporationorganization, the address of its principal place of business and its U.S. taxpayer identification number ornumber. As of the Closing Date, in the case of any non-Domestic Subsidiary that does not have a U.S. taxpayer identification number, its unique identification number issued to it by the jurisdiction of its incorporation. The copy of the Organization Document charter of each Loan Party and each amendment thereto provided pursuant to Section 4.01(a)(iv4.01(a)(vi) is a true and correct copy of each such document, each of which is valid and in full force and effect as of the Closing Date. Neither Holdings nor any of its Subsidiaries is a variable interest entityeffect. As of the Closing Date there are no Immaterial SubsidiariesDate, the information included in the Beneficial Ownership Certification is true and correct in all respects.