Except as set forth on Schedule 4.13 , the Borrower Parties and their Subsidiaries have filed all Federal, state, provincial, territorial and other Tax returns and reports required to be filed and except to the extent prohibited by the automatic stay of § 362 of the Bankruptcy Code (or applicable provision in Canada), and have paid all Federal, state, provincial and other Taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable, except those which are being Properly Contested or not otherwise required to be paid pursuant to Section 5.05 . There is no proposed Tax assessment against any Borrower Party or any Subsidiary thereof other than those for Taxes not yet payable or being Properly Contested or not otherwise required to be paid pursuant to Section 5.05 .