Buyer and the Buyer Subsidiaries have paid and discharged all Taxes shown as due on such Tax Returns, other than such Taxes that are adequately reserved as shown on the Buyer Financial Statements or have arisen in the ordinary course of business since the Buyer Balance Sheet Date.
Except as set forth in the Buyer Filed SEC Documents or otherwise disclosed in Section 4.01(l) of the Buyer Disclosure Schedule, all debts, liabilities, guarantees and obligations of Buyer and the Buyer Subsidiaries incurred since the Buyer Balance Sheet Date have been incurred in the ordinary course of business and are usual and normal in amount, both individually and in the aggregate.
Except as disclosed in the Buyer Balance Sheet and except for liabilities incurred since the date of the Buyer Balance Sheet in the Ordinary Course of Business, the Buyer and its Subsidiaries do not have any liabilities of any nature required by GAAP to be reflected on a consolidated balance sheet of the Buyer and its Subsidiaries, individually or in the aggregate, that have had, or would reasonably be expected to result in, a Buyer Material Adverse Effect.
Since the Buyer Balance Sheet Date, there shall not have occurred a Buyer Material Adverse Effect.
Attached hereto as Schedule 4.10 are the financial statements of Buyer (the " Buyer Financial Statements"), including balance sheets, statements of operations, statements of retained earnings for the period ended February 28, 2006, November 30, 2003, November 30, 2004 and November 30, 2005 (the balance sheet as of February 28, 2006, November 30, 2003, November 30, 2004 and November 30, 2005 being hereinafter referred to as the "Buyer Balance Sheet").