Certain Business Practices and Regulations. Neither any Subject Partner Company, nor Partner Company Stockholder on behalf of any Subject Partner Company, nor any Subject Partner Company’s officers, directors, employees or agents, to the knowledge of Partner Company or Partner Company Stockholder, has (a) made or agreed to make any contribution, payment or gift to any customer, supplier, landlord, political candidate, governmental official, employee or agent where either the contribution, payment or gift or the purpose thereof was illegal under any law or regulation, (b) established or maintained any unrecorded fund or asset for any purpose or made any false entries on its books and records for any reason, or (c) made or agreed to make any contribution, or reimbursed any political gift or contribution made by any other person, to any candidate for federal, state, local or foreign public office in violation of any law or regulation.
Certain Business Practices and Regulations. Neither Seller, the Transferred Entity, nor to any of the Shareholders' Knowledge, any of its executive officers, directors, or employees, has (i) made or agreed to make any contribution, payment, or gift to any customer, supplier, landlord, political candidate, governmental official, employee, or agent where either the contribution, payment, or gift or the purpose thereof was illegal under any law or regulation: (ii) established or maintained any unrecorded fund or asset for any purpose or made any false entries on its respective books and records for any reason; (iii) made or agreed to make any contribution, or reimbursed any political contribution made by any other person, to any candidate for federal, state, or local public office in violation of any law or regulation; or (iv) submitted any claim for services rendered or reimbursement for expenses to any person where the services were not actually rendered or the expenses were not actually incurred.
Certain Business Practices and Regulations. To the ------------------------------------------ knowledge of Xxxx-Xxxxxx and Xxxxx Fargo, as of the date hereof, none of Xxxxx Fargo, its Subsidiaries or any director, officer, agent or employee of any of Xxxxx Fargo or its Subsidiaries has (a) used any corporate funds for contributions, gifts, entertainment or other expenses relating to political activity in material violation of any Law, or (b) made any payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from corporate funds in material violation of any Law or violated any provision of the Foreign Corrupt Practices Act of 1977, as amended.
Certain Business Practices and Regulations. (a) Except as set forth on Schedule 5.27, the Company has operated its business in compliance with all Requirements of Law, all requirements relating to medical records and medical information privacy promulgated by the Joint Commission on Accreditation of Healthcare Organizations and all contractual requirements that regulate or limit the maintenance, use or transmission of medical records, patient information or other personal information made available to or collected by the Company in connection with the operation of its business and has implemented all confidentiality, security and other protective measures required by those Requirements of Law and contractual requirements and will have implemented, upon effectiveness, all such measures required by the Standards for Privacy of Individually Identifiable Health Information promulgated under the Health Insurance Portability and Accountability Act of 1996. With respect to privacy and security commitments for personally identifiable information maintained by the Company (the “Privacy Commitments”), (i) the Company is in compliance with the Privacy Commitments; (ii) the transactions contemplated by this Agreement will not violate any of the Privacy Commitments; (iii) the Company has not received inquiries from the Federal Trade Commission or any other federal or state governmental agency regarding the Privacy Commitments; and (iv) the Privacy Commitments have not been rejected by any applicable certification organization which has reviewed such Privacy Commitment or to which any such Privacy Commitment has been submitted. The Company has entered into “business associate” agreements with all of its customers and suppliers in accordance with applicable Requirements of Law.
Certain Business Practices and Regulations. Neither Acquiror nor any of its executive officers or directors has, to the knowledge of Acquiror, (i) made or agreed to make any contribution, payment or gift to any customer, client, supplier, governmental official, employee or agent where either the contribution, payment or gift or the purpose thereof was illegal under any applicable law, (ii) fraudulently established or maintained any unrecorded fund or asset for any purpose or knowingly made any false entries on its books and records for any reason, or (iii) made or agreed to make any contribution, or reimbursed any political gift or contribution made by any other person, to any candidate for foreign, federal, state, provincial or local public office in violation under any applicable law.
Certain Business Practices and Regulations. (a) Except as set forth in Schedule 5.26 of the Disclosure Schedule, (i) neither the Company nor any Subsidiary is a “covered entity” as defined in 45 C.F.R. § 160.103; (ii) the only obligations of the Company or any Subsidiary with respect to “protected health information” as defined in 45 C.F.R. § 164.501 and “electronic protected health information” as defined in 45 C.F.R. § 160.103 are those contained in “business associate contracts” as described in 45 C.F.R. §§ 164.308(b)(1), 164.504(e)(2) to which the Company or any Subsidiary is a party; (iii) neither the Company nor any Subsidiary has received written notice from any customer that the Company or such Subsidiary should have entered into a “business associate contract” with such customer but has not entered into any such contract; (iv) the Company and, if applicable, the Subsidiaries are in compliance in all material respects with all provisions contained in each “business associate contract” to which the Company or any Subsidiary is a party; and (v) no product of the Company or any Subsidiary is subject to FDA approval.
Certain Business Practices and Regulations. Neither the Company nor any of the Subsidiaries, nor, to the knowledge of the Company or FOHP-NJ, any of its or their respective executive officers, directors, or managerial employees has (a) made or agreed to make any contribution, payment or gift to any customer, supplier, governmental official, employee or agent where either the contribution, payment or gift or the purpose thereof was illegal under any law, (b) established or maintained any unrecorded fund or asset of the Company, FOHP- NJ or any of the other Subsidiaries for any improper purpose or made any false entries on its books and records for any reason, (c) made or agreed to make any contribution, or reimbursed any political gift or contribution made by any other person, to any candidate for federal, state or local public office in violation of any law, or (d) engaged in any activity constituting fraud or abuse under the laws relating to health care, insurance or the regulation of professional corporations.
Certain Business Practices and Regulations. To the knowledge of Loomis or Xxxxxx Armored, as of the date hereof, none of Loomis, its Subsidiaries or any director, officer, agent or employee of any of Loomis or its Subsidiaries has (a) used any corporate funds for contributions, gifts, entertainment or other expenses relating to political activity in material violation of any Law or (b) made any payment to foreign or domestic government officials or employees or to foreign or domestic political parties or campaigns from corporate funds in material violation of any Law or violated any provision of the Foreign Corrupt Practices Act of 1977, as amended.
Certain Business Practices and Regulations. Potential Conflicts of Interest.
Certain Business Practices and Regulations. Neither the Company nor any of its Subsidiaries, nor any of its or their respective executive officers, directors, or managerial employees has, directly or indirectly, (i) made or agreed to make any contribution, payment or gift to any customer, supplier, governmental official, employee or agent where either the contribution, payment or gift or the purpose thereof was illegal under any Law, (ii) established or maintained any unrecorded fund or asset of the Company for any improper purpose or made any false entries on its books and records for any reason, (iii) made or agreed to make any contribution, or reimbursed any political gift or contribution made by any other person, to any candidate for federal, state or local public office in violation of any Law, or (iv) engaged in any activity constituting fraud or abuse under the Health Benefit Laws or the regulation of health care professionals or professional corporations.
