the articles and by-laws of Goodyear Canada (the “Constating Documents”);

certified copies of a Written Declaration of Goodyear US, as the sole shareholder of Goodyear Canada, restricting the powers of the directors of Goodyear Canada and a resolution of Goodyear US, as the sole shareholder of Goodyear Canada, authorizing, among other things, the execution, delivery and performance of the Indenture;

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as to certain matters of fact relevant to the opinions expressed below, an officer’s certificate of an officer from Goodyear Canada dated as of May 18, 2020 (the “Officer’s Certificate”);

a certificate of status dated as of May 15, 2020 issued in respect of Goodyear Canada under the Business Corporations Act (Ontario) (the “Certificate of Status”); and

the Registration Statement.

the Indenture constitutes legal, valid and binding obligations of the parties thereto under the laws of the State of New York (“New York Law”) enforceable against the parties thereto in accordance with the terms thereof under New York Law and would be enforced under New York Law as written, and the provisions thereof would be given the same meaning under New York Law that would be given if the Indenture was governed by the laws of the Province of Ontario and of Canada applicable in Ontario;

each party to the Indenture (other than Goodyear Canada) is a validly existing legal person under the laws governing its existence, has all requisite capacity, power and authority to execute, deliver and perform the obligations under the Indenture to which it is a party, has taken all necessary corporate, statutory, regulatory and other action to authorize the execution, delivery and performance by it of the Indenture to which it is a party, and has duly executed and delivered the Indenture;

with respect to all documents examined by us, the signatures are genuine, the individuals signing those documents had legal capacity at the time of signing, and all documents submitted to us as originals are authentic, and certified, conformed or photocopied copies, or copies transmitted electronically or by facsimile, conform to the authentic original documents;

the indices and records in all filing systems maintained in all public offices where we have searched or inquired or have caused searches or inquiries to be conducted are accurate and current, and all certificates and information issued or provided under those searches or inquiries are and remain accurate and complete;

the facts certified in the Officer’s Certificate are accurate as of the date given and continue to be accurate as of the date of this letter;

all relevant individuals had full legal capacity at all relevant times; and

none of the documents, originals or copies of which we have examined has been amended, and there are no agreements or understandings between the parties, written or oral, and there is no usage of trade or course of prior dealing between the parties that would, in either case, define, supplement or qualify the terms of the Indenture.

Based solely on the Certificate of Status, Goodyear Canada is incorporated and existing under the Business Corporations Act (Ontario) and has not been dissolved under that Act.

Goodyear Canada has the corporate power and capacity to own property and assets, to carry on business and to execute, deliver, and perform its obligations under the Indenture, including the Guarantees.

Goodyear Canada has taken all necessary corporate action to authorize the execution and delivery by it of the Indenture and the performance of its obligations thereunder, including the Guarantees.