Common use of Subsidiaries and Unrestricted Subsidiaries Clause in Contracts

Subsidiaries and Unrestricted Subsidiaries. Except as listed on SCHEDULE 5.1(C)-1 attached hereto (as amended by the Borrower after the Agreement Date upon written notice to the Lenders from time to time to the extent permitted hereunder), the Borrower does not have any Subsidiaries. With respect to each of the RMG Companies, SCHEDULE 5.1(c)-1 also sets forth, as of the Agreement Date, the following: (i) the direct owners of such Company and the extent of such ownership; (ii) the state of such Company's incorporation or organization; (iii) all jurisdictions in which such Company is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be; (iv) the federal tax identification number, the state organizational identification number (if issued by the state of such Company's incorporation or organization), the address of the chief executive office and principal place of business of such Company, and the name and registered office of the registered 54 agent appointed by such Company. Except as set forth on SCHEDULE 5.1(C)-2, attached hereto (as amended by the Borrower after the Agreement Date upon written notice to the Lenders from time to time to the extent permitted hereunder), there are no MGM Companies. With respect to each MGM Company, SCHEDULE 5.1(C)-2 also sets forth, as of the Agreement Date, the following: (i) whether such MGM Company is a MGM Operating Company; (ii) the direct owners of such MGM Company and the extent of such ownership; (iii) the state of such MGM Company's incorporation or organization; and (iv) all jurisdictions in which such MGM Company is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be. Except as set forth on SCHEDULE 5.1(C)-3 attached hereto, there are no Unrestricted Subsidiaries. With respect to each Unrestricted Subsidiary, SCHEDULE 5.1(C)-3 also sets forth, as of the Agreement Date, the following: (i) the direct owners of such Unrestricted Subsidiary and the extent of such ownership; (ii) the state of such Unrestricted Subsidiary's incorporation or organization; and (iii) all jurisdiction in which such Unrestricted Subsidiary is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be.

Subsidiaries and Unrestricted Subsidiaries. Except as listed on SCHEDULE 5.1(C)-1 5.1(c)-1 attached hereto (as amended by the Borrower after the Agreement Date upon written notice to the Lenders from time to time to the extent permitted hereunder), the Borrower does not have any Subsidiaries. With respect to each of the RMG Rainbow Companies, SCHEDULE 5.1(c)-1 also sets forth, as of the Agreement Date, the following: (i) the direct owners of such Company and the extent of such ownership; (ii) the state of such Company's incorporation or organization; (iii) all jurisdictions in which such Company is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be; and (iv) the federal tax identification number, the state organizational identification number (if issued by the state of such Company's incorporation or organization), the address of the chief executive office and principal place of business of such Company, and the name and registered office of the registered 54 agent appointed by such Company. Except as set forth on SCHEDULE 5.1(C)-25.1(c)-2, attached hereto (as amended by the Borrower after the Agreement Date upon written notice to the Lenders from time to time to the extent permitted hereunder), there are no MGM Companies. With respect to each MGM Company, SCHEDULE 5.1(C)-2 5.1(c)-2 also sets forth, as of the Agreement Date, the following: (i) whether such MGM Company is a MGM Operating Company; (ii) the direct owners of such MGM Company and the extent of such ownership; (iii) the state of such MGM Company's incorporation or organization; and (iv) all jurisdictions in which such MGM Company is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be. Except as set forth on SCHEDULE 5.1(C)-3 5.1(c)-3 attached hereto, there are no Unrestricted Subsidiaries. With respect to each Unrestricted Subsidiary, SCHEDULE 5.1(C)-3 5.1(c)-3 also sets forth, as of the Agreement Date, the following: (i) the direct owners of such Unrestricted Subsidiary and the extent of such ownership; (ii) the state of such Unrestricted Subsidiary's incorporation or organization; and (iii) all jurisdiction jurisdictions in which such Unrestricted Subsidiary is qualified to do business as a foreign corporation, limited liability company or partnership, as the case may be.