Borrower has filed all federal and state tax returns or reports required of it, including but not limited to income, franchise, employment, and sales taxes, and has paid all tax liability to the extent the same has become due and before it may have become delinquent in accordance with such returns, except for such amounts, if any, as would not have a material adverse effect on Borrower, and Borrower is not aware of any pending investigations of Borrower by any taxing authority, or of any material pending but unassessed tax liability. Borrower will promptly pay and discharge, or cause to be paid and discharged, all lawful taxes and assessments and governmental charges imposed upon Borrower before the payment thereof shall be in default, subject to Borrower’s right to contest any such taxes in good faith. Within thirty (30) days after filing but no later than November 1 of each year, Borrower will provide Lender with its state and federal income tax returns for the prior calendar year.