Common use of Financial Statements; No Material Undisclosed Liabilities Clause in Contracts

Financial Statements; No Material Undisclosed Liabilities. The consolidated financial statements of HealthAxis for the year ended December 31, 1999 and for the six months ended June 30, 2000 have been prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as indicated in the notes thereto) and, except as set forth on Schedule 3.5, fairly present, in accordance with the applicable requirements of GAAP, the consolidated financial position of HealthAxis and its subsidiaries, as of the dates thereof and the consolidated results of operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal year-end audit adjustments). HealthAxis has no subsidiaries that are not consolidated for accounting purposes. Except as reflected in Schedule 3.5, since June 30, 2000, none of the Acquired Companies has incurred any liabilities, absolute, accrued, contingent or otherwise, whether due or to become due (and there is no basis for such liabilities) except: (i) liabilities arising in the ordinary course of business consistent with past practice, which individually or in the aggregate would not have a material adverse effect on HealthAxis; or (ii) other liabilities which, individually or in the aggregate, together with those liabilities referenced in subparagraph (i), would not have a material adverse effect on HealthAxis.

Financial Statements; No Material Undisclosed Liabilities. The consolidated financial statements of HealthAxis HAI for the year ended December 31, 1999 and for the six months ended June 30, 2000 have been prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as indicated in the notes thereto) and, except as set forth on Schedule 3.54.5, fairly present, in accordance with the applicable requirements of GAAP, the consolidated financial position of HealthAxis and its subsidiaries, as of the dates thereof and the consolidated results of operations and cash flows for the periods then ended (subject, in the case of unaudited statementsstatement, to normal year-end audit adjustments). HealthAxis HAI has no subsidiaries that which are not consolidated for accounting purposes. Except as reflected in Schedule 3.54.5, since June 30, 2000, none of the Acquired Acquiring Companies has incurred any liabilities, absolute, accrued, contingent or otherwise, whether due or to become due (and there is no basis for such liabilities) except: (i) liabilities arising in the ordinary course of business consistent with past practice, which individually or in the aggregate would not have a material adverse effect on HealthAxisHAI; or (ii) other liabilities which, individually or in the aggregate, together with those liabilities referenced in subparagraph (i), would not have a material adverse effect on HealthAxisHAI.