A list of all Registered Intellectual Property (other than any Registered Intellectual Property that is not, individually or in the aggregate, material to the business of the Credit Parties) of each Credit Party that is registered in the United States, England or Wales or any other material foreign jurisdiction, all material in-bound license or sublicense agreements, material exclusive out-bound license or sublicense agreements (but excluding in-bound licenses of over-the-counter software that is commercially available to the public), as of the Closing Date and, as updated pursuant to Section 4.15 or 4.16, is set forth on Schedule 3.19. Except for Permitted Licenses and the licenses set forth on Schedule 3.19, each Credit Party is the sole owner of its material Intellectual Property free and clear of any Liens (other than Permitted Liens). No part of the Material Intangible Assets has been judged invalid or unenforceable, in whole or in part, and to the Credit Parties’ knowledge, no claim has been made that any part of the Intellectual Property infringes upon the rights of any third party, in each case, except as could not reasonably be expected to have a Material Adverse Effect.