Common use of Compliance with Facility Laws Clause in Contracts

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 bed skilled care nursing home under the applicable laws of the state where the Property is located. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of Need, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions or any encumbrance which would materially adversely affect the use or operation of the Facility, and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current licensed bed capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home licenses, program certification, and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and any required Permits. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaid.

Compliance with Facility Laws. The Facility owned by such Borrower is duly licensed and is currently operated as a 118 bed skilled care nursing home licensed, if required, under the applicable laws of the state where the Property Land is located. located and is currently operated at the unit and bed capacity set forth on Exhibit A. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of Need, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required in all material respects for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum square foot requirements per bedbed or unit) are required for the Facility to operate at the current foregoing licensed bed or unit capacity. All Reimbursement Contracts Contracts, to the extent applicable, are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts, to the extent applicable. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or bed or unit complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 an 120-bed skilled care nursing home facility under the applicable laws of the state where the Property Land is locatedlocated and is currently operated as a skilled nursing facility. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of NeedNeed and/or the Nursing Home License issued by the Tennessee Department of Health, Health Care Facilities, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current foregoing licensed bed capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or bed complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 130-bed skilled care nursing home under the applicable laws of the state where the Property is located. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of NeedNeed issued by the Arkansas State Health Planning and Development Agency or the Nursing Home License issued by the Arkansas State Board of Health, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions or any encumbrance which would materially adversely affect the use or operation of the Facility, and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current licensed bed capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home licenses, program certification, and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and or cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and any required Permits. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or bed complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Facility Golden Creek is duly licensed and is currently operated as a 118 bed skilled care nursing home 124-unit assisted living facility, and Hillcrest is duly licensed as a 138-unit assisted living facility, under the applicable laws of the state where the Property Land is located, and each Facility is currently operated as Table of Contents an assisted living facility. Borrower or Lessee is the lawful owner of all Permits for the each Facility, including, without limitation, the Certificate of Need, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee Lessee, as well as the operation of the Facility Facility, are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bedunit) are required for the Facility to operate at the current foregoing licensed bed unit capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will, or will causes Lessee to, maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for residents having coverage thereunder provided that no service or unit complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Each Facility is duly licensed owned by Borrower and is currently operated as a 118 bed skilled care nursing home duly licensed, if required, under the applicable laws of the state where the Property Land is located. located and is currently operated at the unit and bed capacity set forth on Exhibit A. Borrower or Lessee is the lawful owner of all Permits for the each Facility, including, without limitation, the Certificate of Need, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required in all material respects for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the each Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the a Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum square foot requirements per bedbed or unit) are required for the a Facility to operate at the current foregoing licensed bed or unit capacity. All Reimbursement Contracts Contracts, to the extent applicable, are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts, to the extent applicable. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the a Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or bed or unit complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 bed skilled care nursing home under the applicable laws of the state where the Property Land is locatedlocated and is currently operated as the type of facility identified in the definition of “Facilities”. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of Need, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or materially restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bedunit) are required for the Facility to operate at the current foregoing licensed bed unit capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or unit complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Bradenton Facility is duly licensed and is currently operated as a 118 bed skilled care nursing home an assisted living facility at the licensed unit capacity set forth in the definition of Facilities in Section 1.1 under the applicable laws of the state where the respective Property is locatedlocated and is currently operated as an assisted living facility. The Brighton Facility operates as an unlicensed facility. The Brighton Facility has recently been advised by the Michigan Bureau of Children and Adult Licensing that it will need to make some changes to the manner in which food services are provided to the residents of the Brighton Facility in order to maintain such unlicensed status. The necessary changes at the Brighton Facility level are in process and shall be completed no later than May 1, 2009. Borrower or and/or Lessee is are the lawful owner owners of all Permits for the Facility, including, without limitation, the Certificate any certificate of Needneed, if applicable, which Permits (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, and (d) are held free from restrictions or any encumbrance which would materially adversely affect the use or operation of the Facility, and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility the laws, rules, regulations and published interpretations to which the Facility is subject. No To the best of Borrower’s knowledge, no waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current licensed bed unit capacity. All Reimbursement Contracts Contracts, if any, are in full force and effect effect, as required, with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies entities governing such applicable nursing home licenses, program certification, Permits and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes (if any) or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and (or will cause Manager or Lessee to maintain as the case may be) (without allowing to lapse) the Certificate certificate of Needneed, if applicable, and any required Permits. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate certificate of Need need prior to applying for and receiving a license to operate the Facility and certification Facility; provided that no changes in applicable law or regulation occur subsequent to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and MedicaidClosing Date.

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 an 86-bed skilled care nursing home facility under the applicable laws of the state where the Property Land is locatedlocated and is currently operated as a skilled nursing facility. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of Need, issued by the Alabama State Health Planning and Development Agency and/or the Nursing Home License issued by the Alabama State Board of Health, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current foregoing licensed bed capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for patients having coverage thereunder provided that no service or bed complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.

Compliance with Facility Laws. The Its Facility is duly licensed and is currently operated as a 118 bed skilled care nursing home facility and/or an assisted living facility with the number of beds shown in the Facility’s definition in Article I herein under the applicable laws of the state where the Property Land is located, and except for the Carolina Beach Facility, is currently operated as a skilled nursing facility and/or an assisted living facility. Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate of NeedNeed and/or the Nursing Home License issued by the applicable State Department of Health, Health Care Facilities, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bed) are required for the Facility to operate at the current foregoing licensed bed capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Except for the Carolina Beach Facility, Borrower will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate of Need, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate of Need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987payments (and its successor programs) for patients having coverage thereunder provided that no service or bed complement is changed. The Notwithstanding the foregoing, Lender acknowledges that the Carolina Beach Facility is in conformance in all material respects closed. NC I Borrower retains the associated license/Certificate of Need for the Carolina Beach Facility; provided, however, Lender acknowledges that the license/Certificate of Need for the beds at the Carolina Beach Facility is subject to a purchase and sale agreement with all insurancea third party purchaser for the relocation of the beds to a facility of such purchaser (the “Carolina Beach Transfer”). NCI Borrower will maintain the Certificate of Need, reimbursement if applicable, and/or any required Permits so long as necessary and cost reporting requirements NC I Borrower is able, until the Certificate of Need application for the relocation of the beds by such purchaser is resolved; provided, however, that NC I Borrower shall use its best efforts to extend the Permits and has a current provider agreement which is in full force and effect under Medicare and Medicaidfacilitate said sale. NC I Borrower agrees that it shall provide Lender with the net sales proceeds from such sale.

Compliance with Facility Laws. The Facility is duly licensed and is currently operated as a 118 100-bed skilled assisted living and memory care nursing home facility under the applicable laws of the state where the Property Land is located. Except as contemplated and provided in the Interim Sublease, Borrower or Lessee is the lawful owner of all Permits for the Facility, including, without limitation, the Certificate certificate of Needneed, if applicable, which (a) are in full force and effect, (b) constitute all of the permits, licenses and certificates required for the use, operation and occupancy thereof, (c) have not been pledged as collateral for any other loan or Indebtedness, (d) are held free from restrictions any restriction or any encumbrance which would materially adversely affect the use or operation of the Facility, Facility and (e) are not provisional, probationary or restricted in any way. The Borrower and Borrower, Lessee and, to Borrower’s knowledge, Manager and Lessee as well as the operation of the Facility are in compliance in all material respects with the applicable provisions of nursing home and/or assisted living facility all laws, rules, regulations and published interpretations to which the Facility is subject. No waivers of any laws, rules, regulations, or requirements (including, but not limited to, minimum foot requirements per bedunit) are required for the Facility to operate at the current foregoing licensed bed unit capacity. All Reimbursement Contracts are in full force and effect with respect to the Facility, and Borrower and Borrower, Lessee and, to Borrower’s knowledge, Manager and Lessee are in good standing with all the respective agencies governing such applicable nursing home Facility licenses, program certification, certification and Reimbursement Contracts. Borrower and Borrower, Lessee and, to Borrower’s knowledge, Manager and Lessee are current in the payment of all so-called provider specific taxes or other assessments with respect to such Reimbursement Contracts. Subject to the Interim Sublease, Borrower or Lessee will maintain and cause Manager or Lessee to maintain (without allowing to lapse) the Certificate certificate of Needneed, if applicable, and and/or any required PermitsPermits in full force and effect. In the event Lender acquires the Facility through foreclosure or otherwise, neither Lender nor a subsequent manager, a subsequent lessee or any subsequent purchaser (through foreclosure or otherwise) must obtain a Certificate certificate of Need need prior to applying for and receiving a license to operate the Facility and certification to receive 7 participation in Medicare and Medicaid, including without limitation, the Medicare and Medicaid Patient Protection Act of 1987. The Facility payments (and its successor programs) for residents having coverage thereunder provided that no service or unit complement is in conformance in all material respects with all insurance, reimbursement and cost reporting requirements and has a current provider agreement which is in full force and effect under Medicare and Medicaidchanged.