Except as set forth on Schedule 3.09, each of the Parent, the Borrower and the Subsidiaries has filed all U.S. Federal income Tax returns and all other tax returns that are required to be filed by it and has paid all material Taxes due pursuant to such returns or pursuant to any assessment received by the Parent, the Borrower or any Subsidiary, except any such Taxes that are being contested in good faith by appropriate proceedings diligently conducted and for which adequate reserves are being maintained in accordance with GAAP. The charges, accruals and reserves on the books of the Parent, the Borrower and the Subsidiaries in respect of Taxes and other governmental charges are, in the opinion of the Parent, adequate. No Tax lien has been filed and, to the knowledge of the Parent or the Borrower, no claim is being asserted with respect to any such Tax or other such governmental charge.