Extract to table

Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Credit Agreement

23 No Investment Company Act Neither IHDC nor Holdings is required to be registered as an "investment company" within the meaning of the Investment Company Act of 1940, as amended

Notwithstanding the foregoing, this opinion letter may be relied upon by any financial institution or other entity that becomes a Lender party to the Credit Agreement after the date hereof by means of an assignment effectuated pursuant to, and in compliance with, the form of Lender Assignment and Assumption Agreement attached as an exhibit to the Credit Agreement; provided, that (a) any such reliance shall be limited to the matters set forth in this opinion letter as of the date hereof, (b) we assume no obligation to update, supplement, or revise this opinion letter for the benefit of any such assignee, and (c) any such assignee shall be deemed to have acknowledged the qualifications, exceptions, limitations, and assumptions set forth herein

In the event of any inconsistency between the foregoing sources, the Legal Opinion Principles of the American Bar Association shall control