contained the sellers' warranty that the statements which the sellers provided to the buyers did not omit material facts necessary to make those statements not misleading. The 1996 financial statement depicted a profitable business that had earned over $100,000 in net income that year. However, as the record shows, the business had entered a tailspin which resulted in losses over the last three quarters of 1996. Though it may have started out as a profitable business in the first quarter of 1996, that certainly was not the trend for the rest of the year. By the end of 1996, Abacor was in serious financial trouble, and the financial statement given to the buyers did not reflect that reality. Thus, the 1996 financial statement did not fairly represent thewhich might have conclusively established that misrepresentations about the company's financial performance had been made. Although the buyers may have suspected that misrepresentations had been made before they ultimately brought the adversary proceeding seeking rescission, they had insufficient knowledge of the facts to support such a conclusion at an earlier date. Indeed, since the financial records were missing, the buyers had to hire accountants in an attempt to reconstruct the financial history of the software business prior to its sale. None of the historical financial documents necessary to discover or confirm the grounds for rescission in this case were made available to the buyers until the discovery phase of the adversary proceeding below. Under these circumstances, the buyers' actions in continuing to operate the software business and in