Common use of Compliance with Applicable Laws; Outstanding Orders Clause in Contracts

Compliance with Applicable Laws; Outstanding Orders. Except as, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Amedisys, Amedisys and its subsidiaries hold all permits, licenses, accreditations, certifications, qualifications, agreements, authorizations, easements, franchises, rulings, waivers, consents, variances, exemptions, orders, registrations and approvals of all Governmental Entities or accreditation organizations, or the administrative agents thereof (“Permits”) that are required for the operation of the businesses of Amedisys and its subsidiaries as currently conducted (the “Amedisys Permits”), and all such Amedisys Permits are in good standing or, where applicable, a renewal application has been timely filed and is pending agency approval. Amedisys and its subsidiaries are in compliance with the terms of the Amedisys Permits and all applicable federal, national, state, provincial, local or supranational laws (statutory, common or otherwise), acts, statutes, constitutions, treaties, ordinances, guidance, codes, ordinances, rules or regulations promulgated, administrative interpretation, policy, or decisions, directives or Orders or other similar requirements issued, enacted, adopted, promulgated, implemented, applied or otherwise put in to effect or enforced by any Governmental Entity (collectively, “Applicable Laws”) relating to Amedisys and its subsidiaries or their respective businesses or properties, except where the failure to be in compliance with such Amedisys Permits or Applicable Laws, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Amedisys. Neither Amedisys nor any of its subsidiaries is subject to any outstanding Order that, individually or in the aggregate, would reasonably be expected to (i) have a Material Adverse Effect on Amedisys or (ii) prevent, materially impair or materially delay the ability of Amedisys to consummate any of the transactions contemplated hereby.

Compliance with Applicable Laws; Outstanding Orders. Except as, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect on AmedisysEffect, Amedisys (i) the Company and its subsidiaries the Company Subsidiaries hold all permits, licenses, accreditations, certifications, qualifications, agreements, authorizations, easements, franchises, rulings, waivers, consents, variances, exemptions, orders, registrations and approvals of all Governmental Entities or accreditation organizations, or the administrative agents thereof (“Permits”) that are necessary for each of the Company and the Company Subsidiaries to own, lease and operate its properties or required for the operation ownership, operation, development, maintenance or use of the businesses material assets of Amedisys the Company and its subsidiaries as currently conducted the Company Subsidiaries, including the Company Mining Rights (the “Amedisys Company Permits”), and (ii) all such Amedisys Company Permits are in good standing full force and effect or, where applicable, a renewal application has been timely filed and is pending agency approvalapproval and (iii) there are no Actions pending or, to the Knowledge of the Company, threatened, seeking the revocation, cancellation, suspension or adverse modification thereof. Amedisys To the Knowledge of the Company, there are no facts or circumstances that would result in the Company Permits not being renewed. All Company Permits are in good standing and its subsidiaries there has been no material default under any such Company Permit, and all material fees and other amounts required to be paid with respect to such Company Permits to the date hereof have been paid, except as would not, individually or in the aggregate, have a Company Material Adverse Effect. The Company and the Company Subsidiaries are in compliance with the terms of the Amedisys Company Permits and all applicable federal, national, state, provincial, local or supranational laws (statutory, common or otherwise), acts, statutes, constitutions, treaties, ordinances, guidance, codes, ordinances, rules or regulations promulgated, administrative interpretation, policy, or decisions, directives or Orders or other similar requirements issued, Laws enacted, adopted, promulgated, implemented, applied promulgated or otherwise put in to effect or enforced entered by any Governmental Entity (collectively, “Applicable Laws”) relating to Amedisys the Company and its subsidiaries the Company Subsidiaries or their respective businesses or properties, except where the failure to be in compliance with such Amedisys Company Permits or Applicable applicable Laws, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect on AmedisysEffect. Neither Amedisys the Company nor any of its subsidiaries the Company Subsidiaries is subject to any outstanding Order that, that (i) individually or in the aggregate, would reasonably be expected to (i) have a Company Material Adverse Effect on Amedisys or (ii) preventas of the date hereof, materially impair would reasonably be expected to prevent or materially delay the ability consummation of Amedisys to consummate any of the transactions contemplated herebyTransactions.

Compliance with Applicable Laws; Outstanding Orders. Except as, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Amedisys, Amedisys Rubicon Project and its subsidiaries Subsidiaries hold all permits, licenses, accreditations, certifications, qualifications, agreements, authorizations, easements, franchises, rulings, waivers, consents, variances, exemptions, orders, registrations and approvals of all Governmental Entities or accreditation organizations, or the administrative agents thereof (“Permits”) that are required for the operation of the businesses of Amedisys Rubicon Project and its subsidiaries as currently conducted Subsidiaries (the “Amedisys Rubicon Project Permits”), and all such Amedisys Rubicon Project Permits are in good standing or, where applicable, a renewal application has been timely filed and is pending agency approval, in each case except as, individually and in the aggregate, would not reasonably be expected to have a Material Adverse Effect on Rubicon Project. Amedisys Rubicon Project and its subsidiaries Subsidiaries are in compliance with the terms of the Amedisys Rubicon Project Permits and all applicable federal, national, state, provincial, local or supranational laws (statutory, common or otherwise), acts, statutes, constitutions, treaties, ordinances, guidance, codes, ordinances, rules or regulations promulgated, administrative interpretation, policy, or decisions, directives or Orders or other similar requirements issued, enacted, adopted, promulgated, implemented, applied or otherwise put in to effect or enforced by any Governmental Entity (collectively, “Applicable Laws”) Laws relating to Amedisys Rubicon Project and its subsidiaries Subsidiaries or their respective businesses or properties, except where the failure to be in compliance with such Amedisys Rubicon Project Permits or Applicable Laws, individually or and in the aggregate, would not reasonably be expected to have a Material Adverse Effect on AmedisysRubicon Project. Neither Amedisys Rubicon Project nor any of its subsidiaries Subsidiaries is subject to any outstanding Order order, injunction or decree of a Governmental Entity that, individually or and in the aggregate, would reasonably be expected to (i) have a Material Adverse Effect on Amedisys Rubicon Project or (ii) prevent, materially impair prevent or materially delay the ability consummation of Amedisys to consummate any of the transactions contemplated hereby. Neither Rubicon Project nor its Subsidiaries is in material violation of any outstanding order, injunction or decree of a Governmental Entity to which it is subject.