Medicare and Medicaid Programs. To the extent required in connection with their respective businesses, each of the Company and its subsidiaries has the requisite provider number or other authorization to xxxx the Medicare program and the respective Medicaid program in the state or states in which such entity operates unless failure to maintain such provider number or other authorization would not, individually or in the aggregate, have a Material Adverse Effect; neither the Company nor any of its subsidiaries is subject to any pending or, to the Company’s knowledge, threatened or contemplated action which could reasonably be expected to result either in a revocation of any provider number or authorization or in the Company’s or any subsidiary’s exclusion from the Medicare or any state Medicaid programs; the Company’s and each of its subsidiaries’ business practices have been structured in a manner reasonably designed to comply with the federal or state laws governing Medicare and state Medicaid programs, including, without limitation, Sections 1320a-7a and 1320a-7b of Title 42 of the United States Code, and the Company reasonably believes that it is in compliance with such laws; the Company and its subsidiaries have taken reasonable actions designed to ensure that they do not: (i) violate the False Claims Act, 31 U.S.C. §§ 3729-3733 or (ii) allow any individual with an ownership or control interest (as defined in 42 U.S.C. § 1320a-3(a)(3)) in the Company or any of its subsidiary or have any officer, director or managing employee (as defined in 42 U.S.C. § 1320a-5(b)) of the Company or any of its subsidiaries who would be a person excluded from participation in any federal health care program (as defined in 42 U.S.C. § 1320a-7b(f)) as described in 42 U.S.C. § 1320a-7(b)(8); and the Company and its subsidiaries have structured their respective businesses practices in a manner designed to comply with the federal and state laws regarding physician ownership of (or financial relationship with), and referral to, entities providing healthcare-related goods or services, and with laws requiring disclosure of financial interests held by physicians in entities to which they may refer patients for the provisions of healthcare-related goods or services, and the Company and its subsidiaries are in compliance with such laws. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 6 hereof, counsel to the Company and counsel to the Underwriter...
Medicare and Medicaid Programs. The Company, each Owner and each Physician Employee are qualified for participation in the Medicare and Medicaid programs and are parties to provider agreements for such programs that are in full force and effect with no events of default having occurred thereunder. To its actual knowledge, the Company, each Owner and each Physician Employee have timely filed all claims or other reports required to be filed prior to the Effective Date with respect to the purchase of services by third-party payors ("Payors"), including but not limited to Medicare and Medicaid programs. To the actual knowledge of the Company, all such claims or reports are complete and accurate in all material respects. The Company, each Owner and each Physician Employee has paid or has properly recorded on the Financial Statements all actually known and undisputed refunds, discounts or adjustments that have become due pursuant to such claims, and none of the Company, any Owner or any Physician Employee has any material liability to any Payor with respect thereto, except as has been reserved for in the Balance Sheet. There are no pending appeals, overpayment determinations, adjustments, challenges, audits, litigation or notices of intent to reopen Medicare and/or Medicaid claims determinations or other reports required to be filed by the Company, any Owner or any Physician Employee in order to be paid by a Payor for services rendered. None of the Company, any of its directors, officers, employees, consultants or Owners or any of their respective Affiliates has been convicted of, or pled guilty or nolo contendere to, patient abuse or neglect or any other Medicare or Medicaid program-related offense. None of the Company or any of its directors, officers, Owners or, to the best of the Company's actual knowledge, its employees, consultants or any of the aforesaid persons' respective Affiliates has committed any offense that may serve as the basis for the Company's suspension or exclusion from the Medicare and Medicaid programs, including, but not limited to, defrauding a government program, loss of a license to provide health care services or failure to provide quality care.
Medicare and Medicaid Programs. To the extent required in connection with their respective businesses, each of the Company and the Subsidiaries has the requisite provider number or other authorization to xxxx the Medicare program and the respective Medicaid program in the state or states in which such entity operates unless failure to maintain such provider number or other authorization would not, individually or in the aggregate, have a Material Adverse Effect; other than immaterial statements of deficiency that may arise in the ordinary course of business, neither the Company nor any of the Subsidiaries is subject to any pending or, to the Company’s knowledge, threatened or contemplated action which could reasonably be expected to result either in a revocation of any provider number or authorization or in the Company’s or any Subsidiary’s exclusion from the Medicare or any state Medicaid programs unless revocation of such provider number or authorization, or the Company’s or such Subsidiary’s exclusion from such Medicare or state Medicaid programs, would not, individually or in the aggregate, have a Material Adverse Effect; the Company’s and each of the Subsidiaries’ business practices have been structured in a manner reasonably designed to comply with the federal or state laws governing Medicare and state Medicaid programs, including, without limitation, Sections 1320a-7a and 1320a-7b of Title 42 of the United States Code, and the Company reasonably believes that it is in compliance with such laws, except for such noncompliance as would not, individually or in the aggregate, result in a Material Adverse Effect; the Company and the Subsidiaries have taken reasonable actions designed to ensure that they do not: (i) violate the False Claims Act, 31 U.S.C. §§ 3729-3733 or (ii) allow any individual with an ownership or control interest (as defined in 42 U.S.C. § 1320a-3(a)(3)) in the Company or any of its Subsidiaries or have any officer, director or managing employee (as defined in 42 U.S.C. § 1320a-5(b)) of the Company or any of the Subsidiaries who would be a person excluded from participation in any federal health care program (as defined in 42 U.S.C. § 1320a-7b(f)) as described in 42 U.S.C. § 1320a-7(b)(8); and the Company and the Subsidiaries have structured their respective businesses practices in a manner designed to comply with the federal and state laws regarding physician ownership of (or financial relationship with), and referral to, entities providing healthcare-related goods ...
Medicare and Medicaid Programs. To the extent required in connection with its business, the Company has the requisite provider number or other authorization to xxxx the Medicare program and the respective Medicaid program in the state or states in which the Company operates unless failure to maintain such provider number or other authorization would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect; the Company has not been suspended, excluded or debarred from participation in any U.S. federal health care program, including Medicare or any state Medicaid program; the Company is not subject to any pending or, to the Company’s knowledge, threatened or contemplated action which would reasonably be expected to result either in a revocation of any provider number or authorization or in the Company’s suspension, exclusion or debarment from the Medicare or any state Medicaid programs; the Company’s business practices have been structured in a manner reasonably designed to comply with the federal or state Laws governing Medicare and state Medicaid programs, including, without limitation, Sections 1320a-7a and 1320a-7b of Title 42 of the United States Code, and the health care fraud provisions under the Health Insurance Portability and Accountability Act of 1996 and the Company reasonably believes that it is in compliance with such Laws; the Company has taken reasonable actions designed to ensure that it does not: (i) violate the False Claims Act, 31 U.S.C. §§ 3729-3733 or (ii) allow any individual with an ownership or control interest (as defined in 42 U.S.C. § 1320a-3(a)(3)) in the Company or have any officer, director or managing employee (as defined in 42 U.S.C. § 1320a-5(b)) of the Company who would be a person excluded from participation in any federal health care program (as defined in 42 U.S.C. § 1320a-7b(f)) as described in 42 U.S.C. § 1320a-7(b)(8); and the Company has structured its business practices in a manner reasonably designed to comply with the federal and state Laws regarding physician ownership of (or financial relationship with), and referral to, entities providing healthcare-related goods or services, and with Laws requiring disclosure of financial interests held by physicians in entities to which they may refer patients for the provisions of healthcare-related goods or services, and the Company reasonably believes that it is in compliance with such Laws.
Medicare and Medicaid Programs. To the knowledge of Coram, except as set forth on Exhibit 3.21 to the Coram Disclosure Schedule, Coram and the Coram Subsidiaries, to the extent necessary to conduct their business in a manner consistent with past practice, are qualified for participation in Medicare and Medicaid programs. Except as set forth on Exhibit 3.21 to the Coram Disclosure Schedules or the Coram SEC Reports, (a) Coram and the Coram Subsidiaries have no liability with respect to recoupment from the Medicare or Medicaid programs or any other third party reimbursement source that would materially exceed the reserves or allowances made therefor as set forth on the financial Statements included in the Coram Balance Sheet, and Coram has no knowledge for the assertion of any such recoupment claim that arose out of any transactions completed prior to the date hereof except as reflected in the Coram SEC Reports, and (b) no Medicare or Medicaid investigation, survey or audit is pending or, to the knowledge of Coram, threatened with respect to the operation of the current business of Coram and the Coram Subsidiaries, except to the extent such investigation, survey or audit is routine and is not reasonably likely to have a material adverse effect on Coram and the Coram Subsidiaries, taken as a whole. None of Coram, the Coram Subsidiaries or, to the knowledge of Coram, their licensed employees has been convicted of, or pled guilty or nolo contendere to any criminal offense related to any Medicare or Medicaid program while such person was an employee of Coram or a Coram Subsidiary or after the termination of such person's employment by Coram or such subsidiary, and, to the knowledge of Coram, none of such employees has committed any offense which may serve as the basis for suspension or exclusion of Coram or any Coram Subsidiary from the Medicare and Medicaid programs.
Medicare and Medicaid Programs. The Company, each Shareholder and each licensed employee of the Company is qualified for participation in the Medicare and Medicaid programs and is party to provider agreements for such programs which are in full force and effect with no defaults having occurred thereunder. The Company, each Shareholder and each licensed employee of the Company has timely filed all claims or other reports required to be filed with respect to the purchase of services by third-party payors, and all such claims or reports are complete and accurate, and has no liability to any payor with respect thereto. To the best of Company's and Shareholders' knowledge, there are no pending appeals, overpayment determinations, adjustments, challenges, audit, litigation or notices of intent to open Medicare or Medicaid claim determinations or other reports required to be filed by the Company, each Shareholder and each licensed employee of the Company. Neither the Company, nor any Shareholder, nor to the best of Company's and Shareholder's knowledge, any licensed employee of the Company has been convicted of, or pled guilty or nolo contenders to, patient abuse or negligence, or any other Medicare or Medicaid program related offense and none has committed any offense which may serve as the basis for suspension or exclusion from the Medicare and Medicaid programs.
Medicare and Medicaid Programs. Seller, Shareholder and each physician and licensed employee of Seller is qualified for participation in the Medicare and Medicaid programs and is party to provider agreements for such programs which are in full force and e f fect with no defaults having occurred thereunder. Seller, Shareholder and each physician and licensed employee of Seller has timely filed all claims or other reports required to be filed with respect to the purchase of services by third-party payors, and all such claims or reports are complete and accurate, and has no liability to any payor with respect thereto. There are no pending appeals, overpayment determinations, adjustments, challenges, audit, litigation or notices of intent to open Medicare or Medicaid claim determinations or other reports required to be filed by Seller, Shareholder and each licensed employee of Seller. Neither Seller, nor Shareholder, nor any physician or licensed employee of Seller has been convicted of, or pled guilty or nolo contendere to, patient abuse or negligence, or any other Medicare or Medicaid program related offense and none has committed any offense which may serve as the basis for suspension or exclusion from the Medicare and Medicaid programs.
Medicare and Medicaid Programs. The Company, to the extent necessary to conduct the Company in a manner consistent with past practice, is qualified for participation in the Medicare and Medicaid programs. Except as reflected on Schedule 5.25, (a) no Seller or the Company has received any notice of recoupment with respect to the Company's operations from the Medicare or Medicaid programs, or any other third party reimbursement source, (b) there is no basis for the assertion after the Closing Date of any such recoupment claim against Buyer which arose out of any transactions on the part of Company prior to the Closing or against any Seller for which Buyer will be liable, and (c) to the knowledge of Sellers and the Company, no Medicare and Medicaid investigation, survey or audit is pending, threatened or imminent with respect to the operation of the Company prior to the Closing.
Medicare and Medicaid Programs. 8 2.24 Fraud and Abuse . . . . . . . . . . . . . . . . . . . . .9 2.25
Medicare and Medicaid Programs. The Company is qualified for participation in the Medicare and Medicare programs and is party to agreements for such programs which are in full force and effect with no events of default having occurred thereunder. The Company has timely filed all claims or other reports required to be filed prior to the Closing Date with respect to the purchase of services by third-party payors ("Payors"), including but not limited to Medicare and Medicaid programs, except where the failure to file would not, individually or in the aggregate, result in a Material Adverse Effect. All such claims or reports are complete and accurate in all material respects. The Company and the Shareholder have paid or have properly recorded on the Financial Statements all actually known and undisputed refunds, discounts or adjustments which have become due pursuant to such claims, and neither the Company nor the Shareholder has any material liability to any Payor with respect thereto, except as has been reserved for in the Company Balance Sheet. There are no pending appeals, overpayment determinations, adjustments, challenges, audits, litigation, or notices of intent to reopen Medicare and/or Medicaid claims determinations or other reports required to be filed by the Company in order to be paid by a Payor for optical services rendered or optical products sold. Neither the Company, nor any of its directors, officers, employees, consultants or the Shareholder has been convicted of, or pled guilty or nolo contendere to, patient abuse or neglect, or any other Medicare or Medicaid program-related offense. Neither the Company, nor its directors, officers, the Shareholder, or to the best of the Company's knowledge, its employees or consultants, has committed any offense which may serve as the basis for suspension or exclusion from the Medicare and Medicaid programs, including but not limited to, defrauding a government program, loss of a license to provide optical services and sell optical products, and failure to provide quality care or products.
