Common use of Organization and Ownership of Shares of Subsidiaries; Affiliates Clause in Contracts

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company), showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantor, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, its status (whether a Restricted or Unrestricted Subsidiary), the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantor, (ii) of the Company’s joint ventures and 's Affiliates, other than Subsidiaries, and (iii) of the Company’s 's directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary Guarantor and whether such Subsidiary is a Restricted or Unrestricted Subsidiary Guarantorhereunder, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)each Obligor's Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company Obligors and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether as of Closing such Subsidiary is a Subsidiary Guarantor, and all other Investments of each Obligor and their Subsidiaries, (ii) the Company’s joint ventures and each Obligor's Affiliates, other than Subsidiaries, and (iii) the Company’s each Obligor's directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of of: (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, (A) the correct name thereof, (B) the jurisdiction of its organization, (C) the percentage of shares of each class of its Capital Stock or similar equity interests outstanding owned by the Company and each other Subsidiary, and (D) whether such Subsidiary is a Significant Subsidiary an Active Domestic Subsidiary; and whether such Subsidiary is a Subsidiary Guarantor, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, its status (whether a Restricted or Unrestricted Subsidiary), whether such Subsidiary is an Original Subsidiary Guarantor, the correct name thereof, the jurisdiction of its organizationorganization or formation, and the percentage of shares shares, interests or units of each class of its Capital Stock outstanding and owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantor, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, Subsidiary and whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantorunder this Agreement, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i1) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar Equity Interests outstanding owned by the Company and each other SubsidiarySubsidiary (including the identity of each such owner) and, whether if such Subsidiary is not a Significant Subsidiary Wholly-Owned Subsidiary, to the Company’s knowledge, the identity of the holders of the other shares or similar Equity Interests, and whether such Subsidiary is a Subsidiary Guarantor, (ii2) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii3) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Restricted and Unrestricted Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantorall other Investments of the Company and its Subsidiaries, (ii) to the Company’s joint ventures and 's knowledge, the Company's Affiliates, other than Subsidiaries, and (iii) the Company’s 's directors and senior executive officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Restricted Subsidiary Guarantoror an Unrestricted Subsidiary, (ii) of the Company’s joint ventures and 's Affiliates, other than SubsidiariesSubsidiaries and officers and directors of the Company, and (iii) of the Company’s 's directors and senior executive officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such identifying the Subsidiary is a Subsidiary GuarantorGuarantors, and all other Investments of the Company and its Subsidiaries consisting of Capital Stock, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Companyeach Obligor’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company Obligors and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether as of Closing such Subsidiary is a Subsidiary Guarantor, and all other Investments of each Obligor and their Subsidiaries, (ii) the Companyeach Obligor’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Companyeach Obligor’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is will be a Subsidiary GuarantorGuarantor as of the date of Closing, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary Guarantor and whether such Subsidiary is a Restricted or Unrestricted Subsidiary Guarantorhereunder, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.. MSC Industrial Direct Co., Inc. Note Purchase and Private Shelf Agreement

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other SubsidiarySubsidiary and whether, whether as of the date of the Closing, such Subsidiary is to be designated as a Significant Subsidiary "Restricted Subsidiary" or an "Unrestricted Subsidiary" and whether such Subsidiary is a Subsidiary Guarantor, (ii) the Company’s joint ventures and 's Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists as of the date of the Series Closing of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether Subsidiary (other than any Financing Subsidiary or tax blocker or investment held by such Financing Subsidiary is a Significant Subsidiary and or tax blocker)and whether such Subsidiary is a Subsidiary Guarantor, and (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior executive officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists (1) of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether and if such Subsidiary is is, on the date of the Closing, a Restricted Subsidiary and/or Significant Subsidiary and whether such Subsidiary is a Subsidiary GuarantorSubsidiary, (ii2) of the Company’s joint ventures and AffiliatesAffiliates known to it, other than Subsidiaries, Subsidiaries and (iii3) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether or not such Subsidiary is a Significant Restricted Subsidiary and whether such Subsidiary is a Subsidiary Guarantoror an Unrestricted Subsidiary, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Restricted Subsidiaries, showing, as to each Restricted Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Restricted Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantor, (ii) of the Company’s joint ventures and Subsidiaries, other than Restricted Subsidiaries, (iii) of the Company’s Affiliates, other than Subsidiaries, and (iiiiv) of the Company’s directors and senior executive officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is will on the date of the Closing be a Subsidiary Guarantor, (ii) of the Company’s joint ventures and 's Affiliates, other than Subsidiaries, and (iii) of the Company’s 's directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Restricted and Unrestricted Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantorall other material Investments of the Company and its Restricted Subsidiaries, (ii) of the Company’s joint ventures and Affiliates, other than SubsidiariesSubsidiaries and Undisclosed Affiliates, and (iii) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether as of the date of the Closing such Subsidiary is shall be (x) a Material Subsidiary, (y) a Subsidiary GuarantorGuarantor or (z) a Domestic Subsidiary or Foreign Subsidiary, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Restricted Subsidiary Guarantoror an Unrestricted Subsidiary, and whether such Subsidiary is a Material Subsidiary, (ii) of the Company’s joint ventures and 's Affiliates, other than Subsidiaries, and (iii) of the Company’s 's directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists lists, as of the date of this Agreement, of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company), showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar Equity Interests outstanding owned by the Company and each other Subsidiary, and whether or not such Subsidiary is constitutes a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantoras of the date of this Agreement, (ii) the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) As of the date of this Agreement Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) of the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Restricted Subsidiary Guarantoror an Unrestricted Subsidiary, (ii) of the Company’s joint ventures and Affiliates, other than Subsidiaries, and (iii) of the Company’s directors and senior officers, in each case as of the date hereof.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists (1) of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether and if such Subsidiary is is, on the Effective Date, a Restricted Subsidiary and/or Significant Subsidiary and whether such Subsidiary is a Subsidiary GuarantorSubsidiary, (ii2) of the Company’s joint ventures and AffiliatesAffiliates known to it, other than Subsidiaries, Subsidiaries and (iii3) of the Company’s directors and senior officers.

Organization and Ownership of Shares of Subsidiaries; Affiliates. (a) Schedule 5.4 contains (except as noted therein) complete and correct lists of (i) the Company’s Subsidiaries (including any joint venture that is a Subsidiary of the Company)'s Subsidiaries, showing, as to each Subsidiary, the correct name thereof, the jurisdiction of its organization, and the percentage of shares of each class of its Capital Stock capital stock or similar equity interests outstanding owned by the Company and each other Subsidiary, whether such Subsidiary is a Significant Subsidiary and whether such Subsidiary is a Subsidiary Guarantor(exclusive of directors' qualifying shares), (ii) of the Company’s joint ventures 's Affiliates (excluding directors and Affiliatesofficers of Subsidiaries), other than Subsidiaries, and (iii) of the Company’s 's directors and senior executive officers.