The Borrower has filed all tax returns that it is required to file and has paid all Taxes shown on said returns as well as all Taxes shown on all assessments received by it except to the extent that (a) such Taxes are the subject of a bona fide dispute concerning the Borrower’s liability to pay same or concerning the amount thereof, (b) such Taxes are being properly contested in good faith by appropriate proceedings promptly instituted and diligently conducted and (c) the Borrower has established appropriate reserves. The Borrower is not subject to any tax Liens, nor has it received any notice of deficiency or other official notice to pay any Taxes.