Each Borrower is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of its organization as set forth on Schedule I and is qualified to do business in and is in good standing under the laws of each state where a Facility owned by the applicable Borrower is located.  Each Operator is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of its organization as set forth on Schedule I and is qualified to do business in and is in good standing under the laws of each state where a Facility operated by the applicable Operator is located.  GEN is a corporation duly organized, validly existing, and in good standing under the laws of the State of Delaware.