Common use of Actions; Suits; Proceedings Clause in Contracts

Actions; Suits; Proceedings. (a) There are no judicial, administrative, mediation or arbitration actions, suits or proceedings pending or, to the best of Borrower’s knowledge, threatened in writing against or affecting Borrower (and, if Borrower is a limited partnership, any of its general partners or if Borrower is a limited liability company, any member of Borrower) or the Mortgaged Property which, if adversely determined, would have a Material Adverse Effect. (b) Without limiting the generality of subsection (a) above, none of Borrower (and, if Borrower is a limited partnership, any of its general partners or if Borrower is a limited liability company, any member of Borrower), any Facility Operator, or the Facility are subject to any proceeding, suit or investigation by any Governmental Authority and neither Borrower nor any Facility Operator has received any notice from any Governmental Authority which may, directly or indirectly, or with the passage of time, result in the imposition of a fine, or interim or final sanction, or would do any of the following: (i) Have a Material Adverse Effect. (ii) Result in the appointment of a receiver or trustee. (iii) Affect Borrower’s or any Facility Operator’s ability to accept and retain residents. (iv) Result in the Downgrade, revocation, transfer, surrender or suspension, or non-renewal or reissuance or other impairment of any License. (v) Affect Borrower’s or operator’s continued participation in any Governmental Payor Program, or any successor programs thereto, at current rate certifications.

Actions; Suits; Proceedings. (a) There are no judicial, administrative, mediation or arbitration actions, suits or proceedings pending or, to the best of Borrower’s knowledge, threatened in writing against or affecting Borrower (and, if Borrower is a limited partnership, any of its general partners or if Borrower is a limited liability company, any member of Borrower) or the Mortgaged Property which, if adversely determined, would have a Material Adverse Effect. (b) Without limiting the generality of subsection (a) above, none of Borrower (and, if Borrower is a limited partnershipneither Borrower, any operator of its general partners or if Borrower is a limited liability companythe Facility, any member of Borrower), any Facility Operator, or nor the Facility are subject to any proceeding, suit or investigation by any Governmental Authority and neither Borrower nor any operator of the Facility Operator has received any notice from any Governmental Authority which may, directly or indirectly, or with the passage of time, result in the imposition of a fine, or interim or final sanction, or would do any of the following: (i) Have have a Material Adverse Effect. , (ii) Result result in the appointment of a receiver or trustee. , (iii) Affect affect Borrower’s or any Facility Operatoroperator of the Facility’s ability to accept and retain residents. , (iv) Result result in the Downgrade, revocation, transfer, surrender or suspension, or non-renewal or reissuance or other impairment of any License. , or (v) Affect affect Borrower’s or operator’s continued participation in Medicare, Medicaid, TRICARE, or any Governmental Payor Programsimilar governmental payor program, as applicable, or any successor programs thereto, at current rate certifications.

Actions; Suits; Proceedings. (a) There are no judicial, administrative, mediation or arbitration actions, suits or proceedings pending or, to the best of Borrower’s knowledge, threatened (in writing writing) against or affecting Borrower (and, if Borrower is a limited partnership or a general partnership, any of its general partners or if Borrower is a limited liability company, any member of Borrower) or the Mortgaged Property which, if adversely determined, would have a Material Adverse Effect. (b) Reserved. (b) Without limiting the generality of subsection (a) above, none of Borrower (andneither Borrower, if Borrower is a limited partnershipits general partners, any operator of its general partners or if Borrower is a limited liability companythe Facility, any member of Borrower), any Facility Operator, or nor the Facility are subject to any proceeding, suit or investigation by any Governmental Authority and neither Borrower Borrower, its general partners, nor any operator of the Facility Operator has received any notice from any Governmental Authority which may, directly or indirectly, or with the passage of time, result in the imposition of a fine, or interim or final sanction, or would do any of the following: (i) Have a Material Adverse Effect. (ii) Result in the appointment of a receiver or trustee. (iii) Affect Borrower’s or any Facility Operatoroperator of the Facility’s ability to accept and retain residents. (iv) Result in the Downgrade, revocation, transfer, surrender or suspension, or non-renewal or reissuance or other impairment of any License. (v) Affect Borrower’s or operator’s continued participation in any Governmental Payor Program, or any successor programs thereto, at current rate certifications. B. Section 6.07(f) is deleted and replaced with the following:

Actions; Suits; Proceedings. (a) There are no judicial, administrative, mediation or arbitration actions, suits or proceedings pending or, to the best of Borrower’s knowledge, threatened in writing against or affecting Borrower (and, if Borrower is a limited partnership, any of its general partners or if Borrower is a limited liability company, any member of Borrower) or the Mortgaged Property which, if adversely determined, would have a Material Adverse Effect. (b) Without limiting the generality of subsection (a) above, none of Borrower (and, if Borrower is a limited partnershipneither Borrower, any operator of its general partners or if Borrower is a limited liability companythe Facility, any member of Borrower), any Facility Operator, or nor the Facility are subject to any proceeding, suit or investigation by any Governmental Authority and neither Borrower nor any operator of the Facility Operator has received any notice from any Governmental Authority which may, directly or indirectly, or with the passage of time, result in the imposition of a fine, or interim or final sanction, or would do any of the following: (i) Have have a Material Adverse Effect. , (ii) Result result in the appointment of a receiver or trustee. , (iii) Affect affect Borrower’s or any Facility Operatoroperator of the Facility’s ability to accept and retain residents. , (iv) Result result in the Downgrade, revocation, transfer, surrender or suspension, or non-renewal or reissuance or other impairment of any License. , or (v) Affect affect Borrower’s or operator’s continued participation in any Governmental Payor Program, or any successor programs thereto, at current rate certifications.