Common use of Ownership Structure Clause in Contracts

Ownership Structure. As of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets forth for each of the Borrower and each of its Subsidiaries, (i) the jurisdiction of organization of the Borrower and each Subsidiary, (ii) each Person holding any Equity Interests in the Borrower and each Subsidiary, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary represented by such Equity Interests. Except as disclosed in such Schedule, as of the Agreement Date (i) the holder of the each of Equity Interests described in such Schedules owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock of the Borrower and each Subsidiary organized as a corporation is validly issued and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any of the Borrower or any Subsidiary.

Ownership Structure. As Part I of the Agreement DateSchedule 7.1.(b) is, Schedule 6.1.(b) is as of March 31, 2005, a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except as disclosed in such Schedule, as Schedule (A) each of the Agreement Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. Part II of Schedule 7.1.(b) correctly sets forth, as of the Borrower Agreement Date, all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all ownership interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As of the Agreement Closing Date, Part I of Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets Company setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person and Person, (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities and (v) whether such Subsidiary is a Property Owner or a Mortgage Receivable Owner. Except as disclosed in such Schedule, as of the Agreement Closing Date (i) the holder each of the each of Equity Interests described in such Schedules Company and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower and each Subsidiary organized as a corporation Person is validly issued issued, fully paid and nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any such Person. As of the Borrower or any SubsidiaryClosing Date, the Borrowers have no unconsolidated Affiliates.

Ownership Structure. As of the Agreement SixthEighth Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement SixthEighth Amendment Effective Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As Part I of Schedule 6.1.(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its SubsidiariesSubsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except as disclosed in such Schedule, as of the Agreement Date (iA) the holder each of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. As of the Borrower Agreement Date, Part II of Schedule 6.1. (b) correctly sets forth all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As Part I of Schedule 7.2. is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets Parent (including all Subsidiaries of the Borrower), setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (ia) the jurisdiction of organization of the Borrower and each such Subsidiary, (iib) each Person holding any Equity Interests ownership interests in the Borrower and each such Subsidiary, (iiic) the nature of the Equity Interests ownership interests held by each such Person and (ivd) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity Interestsownership interests. Except as disclosed in such Schedule, as of the Agreement Date Schedule (i) the holder each of the each of Equity Interests described in such Schedules Parent and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests ownership interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ ' or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. Part II of Schedule 7.2. correctly sets forth all Unconsolidated Affiliates of the Borrower Parent, including the correct legal name of such Person, the type of legal entity which each such Person is, and all ownership interests in such Person held directly or any Subsidiaryindirectly by the Parent.

Ownership Structure. As Part I of the Agreement Date, Schedule 6.1.(b) 7.2. is a complete and correct list of all Subsidiaries of the Borrower and sets Parent (including all Subsidiaries of the Borrower), setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (ia) the jurisdiction of organization of the Borrower and each such Subsidiary, (iib) each Person holding any Equity Interests ownership interests in the Borrower such Subsidiary and each Subsidiary, (iiic) the nature of the Equity Interests ownership interests held by each such Person and (ivd) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity Interestsownership interests. Except as disclosed in such Schedule, as of the Agreement Date Schedule (i) the holder each of the each of Equity Interests described in such Schedules Parent and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests ownership interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ ' or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. Part II of Schedule 7.2. correctly sets forth all Unconsolidated Affiliates and Preferred Stock Entities of the Borrower Parent, including the correct legal name of such Person, the type of legal entity which each such Person is, and all ownership interests in such Person held directly or any Subsidiaryindirectly by the Parent.

Ownership Structure. As of the Agreement RestatementSixth Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement RestatementSixth Amendment Effective Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As of the Agreement Sixth Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement Sixth Amendment Effective Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As of the Agreement ThirdSixth Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement Date ThirdSixth Amendment Effective Date, (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As Part I of Schedule 7.1.(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except as disclosed in such Schedule, as Schedule (A) each of the Agreement Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. Part II of Schedule 7.1.(b) correctly sets forth, as of the Borrower Agreement Date, all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all ownership interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As of the Agreement Date, Schedule 6.1.(b6.1.(b)(i) is a complete and correct list of all Continuing Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its Subsidiariessuch Continuing Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Continuing Subsidiary, (ii) each Person holding any Equity Interests in the Borrower and each such Continuing Subsidiary, (iii) the nature of the Equity Interests held by each such Person and Person, (iv) the percentage of ownership of the Borrower and each such Continuing Subsidiary represented by such Equity InterestsInterests and (v) whether such Person is a Material Subsidiary. Except as disclosed in such Schedule, as of the Agreement Date (i) the holder each of the each of Equity Interests described in such Schedules Borrower and its Continuing Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. Further, as of the Borrower or any SubsidiaryAgreement Date, Schedule 6.1(b)(ii) sets forth all Discontinued Subsidiaries.

Ownership Structure. As of the Agreement EighthNinth Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement EighthNinth Amendment Effective Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As Part I of Schedule 6.1.(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its SubsidiariesSubsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except as disclosed in such Schedule, as of the Agreement Date (iA) the holder each of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ ' or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. As of the Borrower Agreement Date, Part II of Schedule 6.1. (b) correctly sets forth all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As Part I of Schedule 6.1.(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its SubsidiariesSubsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except As of the Agreement Date, except as disclosed in such Schedule, as Schedule (A) each of the Agreement Date (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Equity Interests of any type in, any such Person. Part II of Schedule 6.1.(b) correctly sets forth, as of the Borrower Agreement Date, all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As Part I of Schedule 6.1.(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each Subsidiarysuch Person, (ii) each Person holding any Equity Interests Interest in the Borrower and each Subsidiarysuch Person, (iii) the nature of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each Subsidiary such Person represented by such Equity Interests. Except as disclosed in such Schedule, as of the Agreement Date (iA) the holder each of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued issued, fully paid and nonassessable and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests of any type in, any such Person. As of the Borrower Agreement Date, Part II of Schedule 6.1. (b) correctly sets forth all Unconsolidated Affiliates of the Borrower, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or any Subsidiaryindirectly by the Borrower.

Ownership Structure. As of the Agreement ClosingOmnibus Amendment Effective Date, Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries and Affiliates of the Borrower and sets of each Loan Party setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person Person, and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities. Except as disclosed in such Schedule, as of the Agreement Date ClosingOmnibus Amendment Effective Date, (i) the holder of the each of Equity Interests described in such Schedules Borrower and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower each Person is, if applicable, validly issued, fully paid and each Subsidiary organized as a corporation is validly issued nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any of the Borrower or any Subsidiarysuch Person.

Ownership Structure. As of the Agreement Closing Date, Part I of Schedule 6.1.(b) 4.24 is a complete and correct list of all Subsidiaries of the Borrower and sets Company setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Capital Securities in the Borrower and each such Subsidiary, (iii) the nature of the Equity Interests Capital Securities held by each such Person and Person, (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity InterestsCapital Securities and (v) whether such Subsidiary is a Mortgaged Property Owner or a Pledged Mortgage Receivable Owner. Except as disclosed in such Schedule, as of the Agreement Closing Date (i) the holder each of the each of Equity Interests described in such Schedules Company and its Subsidiaries owns, free and clear of all Liens (other than Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests Capital Securities in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (ii) all of the issued and outstanding capital stock Capital Securities of the Borrower and each Subsidiary organized as a corporation Person is validly issued issued, fully paid and nonassessable and (iii) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Capital Securities of any type in, any such Person. As of the Borrower or any SubsidiaryClosing Date, the Borrowers have no unconsolidated Affiliates.

Ownership Structure. As Part I of Schedule 7.1(b) is, as of the Agreement Date, Schedule 6.1.(b) is a complete and correct list of all Subsidiaries of the Borrower and sets Parent setting forth for each of the Borrower and each of its Subsidiariessuch Subsidiary, (i) the jurisdiction of organization incorporation or formation of the Borrower and each such Subsidiary, (ii) each Person holding any Equity Interests Interest in the Borrower and each such Subsidiary, (iii) the nature type of the Equity Interests held by each such Person and (iv) the percentage of ownership of the Borrower and each such Subsidiary represented by such Equity Interests. Except As of the Agreement Date, except as disclosed in such Schedule, as (A) each of the Agreement Date (i) Parent, the holder Borrower and the Subsidiaries of the each of Equity Interests described in such Schedules Parent owns, free and clear of all Liens (other than except Permitted Liens), and has the unencumbered right to vote, all outstanding Equity Interests in the Borrower and each Subsidiary Person shown to be held by it on such Schedule, (iiB) all of the issued and outstanding Equity Interests of each such Person is validly issued and, to the extent consisting of capital stock of the Borrower and each Subsidiary such Person organized as a corporation is validly issued corporation, fully paid and nonassessable (to the extent such concepts are applicable) and (iiiC) there are no outstanding subscriptions, options, warrants, commitments, preemptive rights or agreements of any kind (including, without limitation, any stockholders’ or voting trust agreements) for the issuance, sale, registration or voting of, or outstanding securities convertible into, any additional shares of capital stock of any class, or partnership or other ownership interests Equity Interests of any type in, any such Person. As of the Borrower Agreement Date, Part II of Schedule 7.1(b) correctly sets forth all Unconsolidated Affiliates of the Parent, including the correct legal name of such Person, the type of legal entity which each such Person is, and all Equity Interests in such Person held directly or any Subsidiaryindirectly by the Parent.