Schedule 3.13 contains an accurate list of all Material Subsidiaries (other than (i) any Foreign Subsidiary, (ii) any Subsidiary of a Foreign Subsidiary and (iii) any Subsidiary that is incorporated or otherwise organized under the laws of the United States or any political subdivision, territory or possession thereof and that is a disregarded entity for U.S. federal income tax purposes that has no material assets other than the capital stock of one or more “controlled foreign corporations” for purposes of the Code) on the date hereof, in each case setting forth their respective jurisdictions of organization and the percentage of their respective ownership interest held by the Company or other Subsidiaries. All of the issued and outstanding shares of capital stock of the Material Subsidiaries have been duly authorized and issued and are fully paid and non-assessable.