Common use of Inspections and Investigations Clause in Contracts

Inspections and Investigations. Except as could not reasonably be expected to have a Material Adverse Effect, (a) neither the Borrower’s nor any Subsidiary’s right to receive reimbursements pursuant to any government program or private program has been terminated or otherwise adversely affected as a result of any investigation or action, whether by any Governmental Authority or other third party; (b) neither the Borrower nor any Subsidiary has, during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring, or other form of review by any Governmental Authority based upon any alleged improper activity on the part of such Person, nor has the Borrower or any Subsidiary received any notice of deficiency during the past three years in connection with the operations of its business; (c) there are not any outstanding deficiencies or work orders of any Governmental Authority having jurisdiction over the Borrower or any Subsidiary, or requiring conformity to any applicable agreement with any Governmental Authority or Requirement of Law; and (d) there is not any notice of any claim, requirement, or demand of any licensing or certifying agency or other third party supervising or having authority over the Borrower or any Subsidiary to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances, or inventory so as to conform to or comply with any existing Requirement of Law.

Appears in 2 contracts

Samples: Credit Agreement (Mq Associates Inc), Credit Agreement (Mq Associates Inc)

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Inspections and Investigations. Except as could not reasonably be expected to have a Material Adverse Effect, set forth and described in Schedule 5.25: (ai) neither the Borrower’s nor any SubsidiarySeller’s right to receive reimbursements pursuant to any government program Government Program or private program Private Program has not been terminated or otherwise adversely affected as a result of any investigation investigation, audit or action, action whether by any Governmental Authority federal or state governmental regulatory authority or other third party; (bii) neither to the Borrower nor any Subsidiary hasKnowledge of Seller, Seller has not during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring, monitoring or other form of review by any Governmental Authority governmental regulatory entity, professional review organization, accrediting organization or certifying agency based upon any alleged improper activity on the part of such PersonSeller, nor and Seller has the Borrower or any Subsidiary not received any written notice of deficiency during the past three years in connection with the operations of its businessoperations; (ciii) there are not presently any outstanding deficiencies survey deficiencies, or work orders of any Governmental Authority governmental authority having jurisdiction over the Borrower or any SubsidiarySeller, or other third party, requiring conformity to any applicable agreement with any Governmental Authority agreement, statute, regulation, ordinance or Requirement of Lawbylaw, including but not limited to, the Government Programs and Private Programs; and (div) there is Seller has not received any written notice of any claim, requirement, requirement or demand of any licensing or certifying agency or other third party supervising or having authority over the Borrower Seller or any Subsidiary its operations to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances, appliances or inventory so as to conform to or comply with any existing Requirement law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete copies of Lawall reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Tandem Health Care, Inc.), Asset Purchase Agreement (Tandem Health Care, Inc.)

Inspections and Investigations. Except as could not reasonably be expected to have a Material Adverse Effect, (a) neither the Borrower’s 's nor any Subsidiary’s 's right to receive reimbursements pursuant to any government program or private program has been terminated or otherwise adversely affected as a result of any investigation or action, whether by any Governmental Authority or other third party; (b) neither the Borrower nor any Subsidiary has, during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring, or other form of review by any Governmental Authority based upon any alleged improper activity on the part of such Person, nor has the Borrower or any Subsidiary received any notice of deficiency during the past three years in connection with the operations of its business; (c) there are not any outstanding deficiencies or work orders of any Governmental Authority having jurisdiction over the Borrower or any Subsidiary, or requiring conformity to any applicable agreement with any Governmental Authority or Requirement of Law; and (d) there is not any notice of any claim, requirement, or demand of any licensing or certifying agency or other third party supervising or having authority over the Borrower or any Subsidiary to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances, or inventory so as to conform to or comply with any existing Requirement of Law.

Appears in 1 contract

Samples: Credit Agreement (Montgomery Open Mri LLC)

Inspections and Investigations. Except as could not reasonably be expected to have a Material Adverse Effectset forth and described in Schedule 3.7, (ai) neither the Borrower’s nor any Subsidiary’s Buyer's right to receive reimbursements pursuant to any government program Governmental or private program Private Program has not been terminated or otherwise adversely affected as a result of any investigation or action, action whether by any Governmental Authority federal or state governmental regulatory authority or other third party; , (bii) neither the Borrower nor any Subsidiary hasBuyer has not, during the past three (3) years, been the subject of any inspection, investigation, survey, audit, monitoring, monitoring or other form of review by any Governmental Authority governmental regulatory entity, trade association, professional review organization, accrediting organization or certifying agency based upon any alleged improper activity on the part of such Personindividual, nor has the Borrower or any Subsidiary Buyer received any notice of deficiency during the past three years in connection with the operations of its business; , (ciii) there are not presently, and at the Closing Date there will not be, any outstanding deficiencies or work orders of any Governmental Authority governmental authority having jurisdiction over the Borrower or any SubsidiaryBuyer's business, or requiring conformity to any applicable agreement with any Governmental Authority agreement, statute, regulation, ordinance or Requirement of Law; bylaw, including but not limited to, the Government and Private Programs, and (div) there is not any notice of any claim, requirement, requirement or demand of any licensing or certifying agency or other third party supervising or having authority over the Borrower or any Subsidiary Buyer's business to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances, appliances or inventory so as to conform to or comply with any existing Requirement law, code, rule, regulation or standard. Attached as part of LawSchedule 3.7 are copies of all reports, correspondence, notices and other documents relating to any matter described or referenced therein.

Appears in 1 contract

Samples: Stock Purchase Agreement (Accredo Health Inc)

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Inspections and Investigations. Except as could not reasonably be expected to have a Material Adverse Effectset forth and described in Schedule 6.6, (ai) neither the Borrower’s nor right of the Owner (if such Owner is an employee of the Company or any Subsidiary’s right Subsidiary or if such Owner is a physician) or any other licensed professional or other individual employed by or affiliated with such Owner to receive reimbursements pursuant to any government program Company Government Program or private program Company Private Program has not been terminated or otherwise adversely affected as a result of any investigation or action, action whether by any Governmental Authority federal or state governmental regulatory authority or other third party; , (bii) neither the Borrower such Owner nor any Subsidiary licensed professional or other individual employed by or affiliated with such Owner has, during the past three (3) years, been the subject of any inspection, investigation, survey, audit, monitoring, monitoring or other form of review by any Governmental Authority based upon governmental regulatory entity, trade association, professional review organization, accrediting organization or certifying agency for the purpose of any alleged improper activity on the part of such Personindividual, nor has the Borrower Company or any Subsidiary received any notice of deficiency during the past three years in connection with the operations of its business; operations, and (ciii) there are not presently, and at the Effective Time there will not be, any outstanding deficiencies or work orders of any Governmental Authority governmental authority having jurisdiction over the Borrower or any Subsidiarysuch Owner, or other third party, requiring conformity to any applicable agreement with agreement, statute, regulation, ordinance or bylaw, including but not limited to, the Company Government and Company Private Programs. Attached as part of Schedule 6.6 are copies of all reports, correspondence, notices and other documents relating to any Governmental Authority matter described or Requirement of Law; and (d) there is not any notice of any claim, requirement, or demand of any licensing or certifying agency or other third party supervising or having authority over the Borrower or any Subsidiary to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances, or inventory so as to conform to or comply with any existing Requirement of Lawreferenced therein.

Appears in 1 contract

Samples: Execution Copy Agreement and Plan of Merger (Renal Care Group Inc)

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