All financial statements furnished to Lender, fairly present the financial condition of each Obligor and their respective Subsidiaries as of the respective dates thereof or for the respective periods thereof and the results of their operations and cash flows for the periods then ended in conformity with GAAP applied on a consistent basis.  Since the date of the most recent audited financial statements delivered to Lender under Section 5.1(b) , there has been no Material Adverse Effect with respect to any Obligor.  No Obligor has any Indebtedness (other than Indebtedness permitted pursuant to Section 6.2) or any Contingent Obligations (other than Contingent Obligations permitted pursuant to Section 6.8 ).