Common use of Compliance with Laws; Permits Clause in Contracts

Compliance with Laws; Permits. (a) The Company is, and has been, in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Persons.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribeswritten notice of or been charged in writing with the violation of any Laws, kickback payments which notice or other similar payments charge is pending as of cash the date of this Agreement. To the Knowledge of the Company or other considerationthe Selling Members, including payments the Company is not under investigation with respect to customers the violation of any Laws and there are no facts or clients or employees circumstances which could form the basis of customers or clients for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsGovernmental Body applicable to its business, operations or assets. The Company has not made received any bribesnotice of or been charged with the violation of any Laws. The Company is not under investigation with respect to the violation of any Laws and to the Knowledge of the Company, kickback payments there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business any such violation. The Company is and has been in compliance with such Personsall Laws regarding immigration.

Compliance with Laws; Permits. (a) The Company is, and has been, in compliance in all material respects with all applicable Laws relating to To the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated againstCompany’s Knowledge, the Company alleging has, at all times, been in compliance with all Laws applicable to it, or pertaining to a violation the operation, use, occupancy or ownership of any such Lawsits assets or properties or the conduct of the Business. The Company has not made received written notice from any bribesGovernmental Body of any failure to comply with any Law, kickback payments or other similar payments and the Company has no Knowledge of cash or other considerationany failure to comply with any Law. There is no investigation by a Governmental Body pending against or, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsthe Company's Knowledge, threatened against the Company.

Compliance with Laws; Permits. (a) The Company is, has complied and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assetsCompany. Since January 1, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against2004, the Company alleging has not been cited, fined or pertaining to a violation otherwise notified of any asserted past or present failure to comply, in any material respect, with any Laws and, to the Company’s Knowledge, no investigation or proceeding with respect to any such Laws. The Company has not made any bribes, kickback payments violation is pending or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsthreatened.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsGovernmental Body applicable to its business, operations or assets. The Company has not made received any bribesnotice or been charged with the violation of any Laws. To the knowledge of the Selling Stockholder, kickback payments the Company is not under investigation with respect to the violation of any Laws and, to the knowledge of the Company or other similar payments of cash the Selling Stockholder, there are no facts or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The To the knowledge of the Sellers, the Company is, and has been, is in compliance in all material respects with all material Laws and material Orders promulgated by any Governmental Authority applicable Laws relating to the operation Company, or to the conduct of its the business and or operations of the maintenance and operation Company, or the use of any of its properties (including any leased properties) and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated againstExcept as set forth on Schedule 5.19, the Company alleging has not received any written notices of violation or pertaining to a alleged violation of any such Laws. The Company has not made Law or Order by any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such PersonsGovernmental Authority.

Compliance with Laws; Permits. (a) The Company is, and has been, in compliance in all material respects with all applicable Laws relating to To the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated againstSeller’s Knowledge, the Company alleging is in compliance with all Laws applicable to it or pertaining its business, properties or assets, except where the failure to be in compliance would not have a violation of any such LawsMaterial Adverse Effect. The Company has not made received any bribes, kickback payments written notice or other similar payments of cash communication from any Governmental Authority or any other Person regarding any actual, alleged, or potential violation of, or failure to comply with, any applicable Law. The Company has not incurred any monetary or other considerationliability, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsany indemnification obligation to, any Governmental Authority.

Compliance with Laws; Permits. (a) The Company isis in compliance with applicable Laws, and has been, in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business written notice from any Governmental Authority that the Company is not in compliance with such Personsapplicable Laws, except where the failure to be in compliance would not, individually or in the aggregate, reasonably be expected to be material to the Company.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribeswritten notice of or been charged with the material violation of, kickback payments or other similar payments failure to comply, in any material respect with any Laws. To the Knowledge of cash or other considerationthe Company, including payments the Company is not under investigation with respect to customers or clients or employees the violation of customers or clients for purposes of doing business with such Personsany Laws.

Compliance with Laws; Permits. (a) a. The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received byCompany, and no Actions have Proceeding has been initiated againstfiled or commenced and is continuing against the Company, and the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribes, kickback payments notice or other similar payments communication (in writing or otherwise), alleging that the Company is not in compliance with any such Law. To the Knowledge of cash the Company, no event has occurred, and no circumstance exists, in each case that (with or other considerationwithout notice or lapse of time), including payments would reasonably be expected to customers constitute or clients result in a material violation by the Company of, or employees a material failure on the part of customers or clients for purposes of doing business with such Personsthe Company to comply with, any Law applicable to the Company.

Compliance with Laws; Permits. (a) (i) The Company is, and at all times has been, in compliance in all material respects with all Laws applicable Laws relating to the Company or the assets, or operation of its business and the maintenance and operation business, of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company (ii) the Company has not at any time received any written notice alleging or pertaining any noncompliance by the Company with respect to any such Law and (iii) no investigation by any Authority regarding a violation of any such Laws. The Company has not made any bribesLaw is pending or, kickback payments or other similar payments of cash or other considerationto the Company’s Knowledge, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsthreatened.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation Company Business. As of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated againstdate hereof, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business written notice from a Governmental Entity that alleges the Company is not in compliance in all material respects with such Personsany applicable Laws.

Compliance with Laws; Permits. (a) The Company is, is and at all times has been, been in compliance in all material respects with all Laws and Orders promulgated by any Governmental Body applicable Laws relating to the operation Company or to the conduct of its the business and or operations of the maintenance and operation Company or the use of its properties (including any leased properties) and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribes, kickback payments notices of violation or other similar payments alleged violation of cash any such Law or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such PersonsOrder by any Governmental Body.

Compliance with Laws; Permits. (a) The Each Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Lawsexcept for such noncompliance as could not reasonably be expected to create a Material Adverse Effect. No Company has received any written notices have notice of or been received by, and no Actions have been initiated against, formally charged with the Company alleging or pertaining to a violation of any such Laws. The To the Knowledge of the Companies, no Company has not made is under investigation with respect to the violation of any bribes, kickback payments Laws and there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which would reasonably form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company is, and has been, conducted its business in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Lawsoperations. The Company has not made received any bribeswritten notice of or been charged in writing (or, kickback payments or other similar payments to the Knowledge of cash or other considerationthe Company, including payments to customers or clients or employees of customers or clients for purposes of doing business orally) with violating any such PersonsLaws.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation Company or to the conduct of its the business and or operations of the maintenance and operation Company or the use of its properties (including any leased properties) and assets, including the Healthcare Lawsassets as now used. No written notices have been received by, and no Actions have been initiated againstExcept as set forth on Schedule 4.19(a), the Company alleging or pertaining to a violation of has received no notice from any such Laws. The party asserting that the Company has not made violated any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such PersonsLaws.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribesnotice of or been charged with any violation of any Laws. To the Knowledge of the Company, kickback payments the Company is not under investigation with respect to the violation of any Laws and there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company isCompany, its properties and has been, assets and the operation of its business are in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribeswritten notice of or been charged with the violation of any Laws. Since January 1, kickback payments 1999, the Company has not been the subject of an inspection or other similar payments inquiry regarding violations or alleged violations of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsany Law by any Person.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all applicable Laws relating Law applicable to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not received any notice of or been charged with the violation of any applicable Law. Except as disclosed under Section 4.18(a) hereof, the Company is not under investigation by any Governmental Body with respect to the violation of any applicable Law and there are no facts or circumstances which could form the basis for any such violation. All marketing, advertising and promotional claims with respect to the Company have been made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business in full compliance with such Personsall applicable Law.

Compliance with Laws; Permits. (a) (i) The Company is, and at all times has been, in material compliance in all material respects with all Laws applicable Laws relating to the Company or the assets, or operation of its business and the maintenance and operation business, of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company (ii) the Company has not at any time received any notice, whether written or oral, alleging or pertaining any noncompliance by the Company with respect to any such Law and (iii) no investigation by any Authority regarding a violation of any such Laws. The Company has not made any bribesLaw is pending or, kickback payments or other similar payments of cash or other considerationto the Company’s Knowledge, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsthreatened.

Compliance with Laws; Permits. (a) The Company is, and has been, is in material compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsGovernmental Authority applicable to its business, properties, assets or operations. The Company has not made received any bribeswritten notice or been charged with the violation of any Laws. To the knowledge of Seller, kickback payments the Company is not under investigation with respect to the violation of any Laws and, to the knowledge of Seller, there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company isis in material compliance with, and at all times during the past three years has beenbeen in material compliance with, in compliance in all material respects with all applicable Laws Laws, including those relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received byemployment, and no Actions have been initiated againstas of the date of this Agreement, the Company alleging or pertaining to a violation has not received any written notices of any violation with respect to such Laws. The Company has not made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Persons.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws and Governmental Orders applicable Laws relating to the operation of it or its business and the maintenance and operation of its business, properties and or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribesnotices from any Governmental Authority alleging any violation under any applicable Law or Governmental Order. To the Knowledge of the Company, kickback payments the Company is not, and has not been for three (3) years prior to the date of this Agreement, under investigation with respect to any violation or other similar payments potential violation of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Personsany Law.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsGovernmental Body applicable to its businesses or operations, except where the failure to be in compliance would not, individually or in the aggregate, have a Material Adverse Effect. The Company has not made received any bribeswritten notice of and, kickback payments or other similar payments to the Knowledge of cash or other considerationthe Company, including payments to customers or clients or employees it has not been charged with the violation of customers or clients for purposes of doing business with such Personsany Laws.

Compliance with Laws; Permits. (a) The Company isis in material compliance with all Laws applicable to the Company, and has been, in compliance in all material respects with all applicable Laws relating to the operation of its business Company’s Knowledge, no Proceeding has been filed or commenced and is continuing against the Company, and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribeswritten or, kickback payments or other similar payments of cash or other considerationto the Company’s Knowledge, including payments to customers or clients or employees of customers or clients for purposes of doing business oral notice alleging that the Company is not in compliance with any such PersonsLaw.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsBusiness. The Company has not made received any bribes, kickback payments or other similar payments written notice from a Governmental Entity that alleges the conduct of cash or other consideration, including payments the Company Business is not in compliance in all material respects with any Law applicable to customers or clients or employees of customers or clients for purposes of doing business with such Personsthe Company Business.

Compliance with Laws; Permits. (a) The Except as set forth on Schedule 5.19, the Company is, and has been, is in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsGovernmental Body applicable to its business, operations or assets. The Company has not made received any bribesnotice of or been charged with the violation of any Laws. The Company is not under investigation with respect to the violation of any Laws and to the Knowledge of the Company, kickback payments there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business any such violation. The Company is and has been in compliance with such Personsall Laws regarding immigration.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including with such exceptions as would not, individually or in the Healthcare Laws. No written notices aggregate, reasonably be expected to have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsMaterial Adverse Effect. The Company has not made received any bribeswritten notice of or been charged with the violation of any Laws. To the Knowledge of the Company, kickback payments the Company is not under investigation with respect to the violation of any Laws and there are no facts or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to the operation of its business and the maintenance and operation of its properties and business, operations or assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made received any bribeswritten, kickback payments or to the Knowledge of the Company or the Selling Stockholders, other similar payments notice of cash or other considerationbeen charged with the violation of any Laws. To the Knowledge of the Company or the Selling Stockholders, including payments the Company is not under investigation with respect to customers the violation of any Laws and there are no facts or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Each Company is, and has at all times been, in material compliance in all material respects with all Laws applicable Laws relating to it or the operation, use, occupancy or ownership of its assets or properties or the conduct of the Business. Except as set forth in Section 2.17(a) of the Disclosure Schedule, no Company has received written notice from any Governmental Body of, and the Companies have no Knowledge of, any material failure to comply with any Law. There is no investigation by a Governmental Body pending against or, to the operation Knowledge of its business and the maintenance and operation of its properties and assetsCompanies, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of threatened against any such Laws. The Company has not made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such PersonsCompany.

Compliance with Laws; Permits. (a) The Company is, is not and has been, not been in compliance in all material respects with all applicable Laws relating to the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsOrder binding upon it, or, to the Knowledge of the Company, of any applicable Law, ordinance or regulation of any Governmental Entity or regulatory body applicable to its Business or assets. The Company has not made received any bribes, kickback payments written notice or other similar payments written communication from any Governmental Entity of cash any such violation or other considerationnoncompliance, including payments to customers and there has been no citation, fine or clients penalty imposed or employees asserted against the Company for any violation of customers such laws, regulations or clients for purposes of doing business with such Personsordinances.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws applicable Laws relating to its operations or assets or the operation of its business and the maintenance and operation of its properties and assets, including the Healthcare Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such LawsBusiness. The Company has not made received any bribes, kickback payments written or other similar payments notice of cash or other considerationbeen charged with the violation of any Laws. To the Knowledge of the Company, including payments the Company is not under investigation with respect to customers the violation of any Laws and there are no facts or clients or employees of customers or clients circumstances which could form the basis for purposes of doing business with any such Personsviolation.

Compliance with Laws; Permits. (a) The Company is, and has been, is in compliance in all material respects with all Laws of any Governmental Body applicable Laws relating to the operation of its business and the maintenance and operation or operations. Except with respect to immaterial violations of its properties and assets, including the Healthcare any Laws. No written notices have been received by, and no Actions have been initiated against, the Company alleging has not received any written notice of, has Knowledge of or pertaining to a has been charged with, the violation of any such Laws. The Company has not made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Persons.

Compliance with Laws; Permits. (a) The Company is, and has been, in compliance complied in all material respects with, is not in material violation of and has not received any written notices of violation with all applicable Laws relating respect to, any Applicable Law with respect to the conduct of its business, or the ownership or operation of its business business. (b) All Permits required for the Company to conduct the Company Business as currently conducted or for the ownership and use of the maintenance and operation assets of its properties and assets, including the Healthcare Laws. No written notices Company have been received obtained by, and no Actions have been initiated against, the Company alleging or pertaining to a violation of any such Laws. The Company has not made any bribes, kickback payments or other similar payments of cash or other consideration, including payments to customers or clients or employees of customers or clients for purposes of doing business with such Persons.