Common use of Compliance with Laws; Licenses, Permits and Registrations Clause in Contracts

Compliance with Laws; Licenses, Permits and Registrations. (a) Neither the Company nor any Company Subsidiary is in violation of, or has violated, any applicable provisions of any laws, statutes, ordinances, regulations, judgments, injunctions, orders or consent decrees, except for violations which would not be reasonably likely to have, individually or in the aggregate, a Company Material Adverse Effect. (b) The Company and each Company Subsidiary has been and is in compliance with all permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations of and registrations with and under all federal, state, local and foreign laws, and from all Governmental Entities required by the Company and each of its Subsidiaries to carry on their respective businesses as currently conducted, except where the failure to have or be in compliance with the permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations or registrations would not be reasonably likely to have, individually or in the aggregate, a Company Material Adverse Effect. (c) The Company and each Company Subsidiary are, to the extent applicable to their operations, certified for participation or enrollment in the Medicare and Medicaid programs, have a current and valid provider contract with the Medicare and Medicaid programs, are in substantial compliance with the conditions of participation of such programs and have received all approvals or qualifications necessary for capital reimbursement of the Company's and its Subsidiaries' assets, except where the failure to be so certified, to have such contracts, to be in such compliance or to have such approvals or qualifications would not be reasonably likely to have, individually or in the aggregate, a Company Material Adverse Effect. Neither the Company nor any Company Subsidiary has received notice from the regulatory authorities which enforce the statutory or regulatory provisions in respect of either the Medicare or Medicaid program of any pending or threatened investigations, and neither the Company nor any of its Subsidiaries has any reason to believe that any such investigations or surveys are pending, threatened or imminent which may have, individually or in the aggregate, a Company Material Adverse Effect.

Compliance with Laws; Licenses, Permits and Registrations. (a) Neither the Company Acquiror nor any Company Acquiror Subsidiary is in violation of, or has violated, any applicable provisions of any laws, statutes, ordinances, regulations, judgments, injunctions, orders or consent decrees, except for any such violations which would not be reasonably likely to havethat, individually or in the aggregate, a Company would not be reasonably likely to have an Acquiror Material Adverse Effect. (b) The Company Each of Acquiror and each Company Subsidiary the Acquiror Subsidiaries has been and is in compliance with all permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations of and registrations with and under all federal, state, local and foreign laws, and from all Governmental Entities required by Acquiror and the Company and each of its Acquiror Subsidiaries to carry on their respective businesses as currently conducted, except where the failure to have or be in compliance with the any such permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations or registrations would not be reasonably likely to haveregistrations, individually or in the aggregate, a Company would not be reasonably likely to have an Acquiror Material Adverse Effect. (c) The Company Schedule 4.15 of the Acquiror Disclosure Schedule contains a true and complete list of all material licenses, permits, and authorizations ("FCC Licenses") issued to Acquiror or the Acquiror Subsidiaries by the FCC, including, with respect to Licenses held by Motient Services Inc. only, the frequencies authorized for and the issuance and expiration dates of each Company Subsidiary aresuch FCC License. No such FCC License is subject to any restriction or condition which would limit in any material respect the full operation of the business of Acquiror and the Acquiror Subsidiaries as now operated, and no proceeding, inquiry, investigation or other administrative action is pending or, to Acquiror's knowledge, threatened by or before the extent applicable FCC that would reasonably be expected to their operations, certified for participation or enrollment result in the Medicare revocation of any material FCC authorization or otherwise impair in any material respect the full operation of the business of Acquiror and Medicaid programs, have a current the Acquiror Subsidiaries. The representations contained in this Section 4.15(c) and valid provider contract (d) are limited by the statements set forth in the section of Acquiror's most recent SEC Form 10-K entitled "Business - Regulation" filed with the Medicare Securities and Medicaid programsExchange Commission on April 2, 2001 ("Regulatory Disclosure"). The statements contained in the Regulatory Disclosure fully and accurately describe, with respect to the business of Acquiror and its Subsidiaries, the material legal matters and proceedings arising under the Communications Act of 1934, as amended, and the published rules, regulations and policies promulgated thereunder by the FCC. (d) The FCC Licenses are in good standing, are in substantial compliance full force and effect in all material respects and are not materially impaired by any act or omission of Acquiror, the Acquiror Subsidiaries, or any of their officers, directors, or employees. All material reports, forms, and statements required to be filed with the conditions FCC with respect to the business of participation of such programs Acquiror and the Acquiror Subsidiaries have received been filed and are complete and accurate in all approvals or qualifications necessary for capital reimbursement of the Company's and its Subsidiaries' assets, except where the failure to be so certified, to have such contracts, to be in such compliance or to have such approvals or qualifications would not be reasonably likely to have, individually or in the aggregate, a Company Material Adverse Effect. Neither the Company nor any Company Subsidiary has received notice from the regulatory authorities which enforce the statutory or regulatory provisions in respect of either the Medicare or Medicaid program of any pending or threatened investigations, and neither the Company nor any of its Subsidiaries has any reason to believe that any such investigations or surveys are pending, threatened or imminent which may have, individually or in the aggregate, a Company Material Adverse Effectmaterial respects.

Compliance with Laws; Licenses, Permits and Registrations. (a) Neither the Company Acquiror nor any Company Acquiror Subsidiary is in violation of, or has violated, any applicable provisions of any laws, statutes, ordinances, regulations, judgments, injunctions, orders or consent decrees, except for violations which would not be reasonably likely to have, individually or in the aggregate, a Company an Acquiror Material Adverse Effect. (b) The Company Acquiror and each Company Acquiror Subsidiary has been and is in compliance with all permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations of and registrations with and under all federal, state, local and foreign laws, and from all Governmental Entities required by the Company Acquiror and each of its Subsidiaries Acquiror Subsidiary to carry on their respective businesses as currently conducted, except where the failure to have or be in compliance with the permits, licenses, franchises, variances, exceptions, orders, consents, approvals, authorizations or registrations would not be reasonably likely to have, individually or in the aggregate, a Company an Acquiror Material Adverse Effect. (c) The Company Acquiror and each Company Acquiror Subsidiary are, to the extent applicable to their operations, certified for participation or enrollment in the Medicare and Medicaid programs, have a current and valid provider contract with the Medicare and Medicaid programs, are in substantial compliance with the conditions of participation of such programs and have received all approvals or qualifications necessary for capital reimbursement of the CompanyAcquiror's and its the Acquiror's Subsidiaries' assets, except where the failure to be so certified, to have such contracts, to be in such compliance or to have such approvals or qualifications would not be reasonably likely to have, individually or in the aggregate, a Company an Acquiror Material Adverse Effect. Neither the Company Acquiror nor any Company Acquiror Subsidiary has received notice from the regulatory authorities which enforce the statutory or regulatory provisions in respect of either the Medicare or Medicaid program of any pending or threatened investigations, and neither the Company Acquiror nor any of its Subsidiaries Acquiror Subsidiary has any reason to believe that any such investigations or surveys are pending, threatened or imminent which may have, individually or in the aggregate, a Company an Acquiror Material Adverse Effect.