Common use of Fraud and Abuse Clause in Contracts

Fraud and Abuse. Seller and Shareholders and all persons and entities providing professional services for the Business have not, to the knowledge of Seller and Shareholders, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller Oncology and Shareholders and all persons and entities providing professional services for the Business Oncology, have not, to the knowledge of Seller and ShareholdersOncology, after due inquiry, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 by or are in violation of the United States Code rules, regulations, policies, contracts or the regulations promulgated thereunder, or related state or local statutes or regulationslaws pertaining to any Third Party Payor Program, or which are prohibited by rules of professional conductconduct ("Governmental Rules and Regulations"), including, including but not limited to, to the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its Oncology's own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; or (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of or any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller and Shareholders and all persons and entities providing professional services for the Business have notNeither Borrower, their respective Subsidiaries or Affiliates nor any of their respective officers, directors or, to the knowledge of Seller and Shareholdersthe Borrowers, any Contract Provider, has engaged in any activities which that are prohibited under Section 1320a-7b of Title 42 of the United States Code any applicable Medicare Regulations or the regulations promulgated thereunder, Medicaid Regulations or related state or local statutes or regulations, or which that are prohibited by any applicable rules of professional conduct, including, conduct (including but not limited to, to the following, to the extent applicable: (ai) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any applications for any benefit or payment; (ii) knowingly and willfully making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (biii) knowingly and willfully making or causing failing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or paymentpayment fraudulently; (div) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, or kind of offering to pay or receive such remuneration (ia) in return for referring an individual to a person Person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare Medicare, Medicaid or Medicaidany other state or Federal health care program, or (iib) in return for purchasing, leasing or ordering or arranging for, for or recommending, recommending the purchasing, lease leasing or ordering of any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid or any other state or Federal health care program), which failure to comply with such rules and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare regulations, individually or Medicaid requirementstaken as a whole, including and fraud and abuse provisions, except where such circumstances would not reasonably be expected to have a Material Adverse Effect.

Fraud and Abuse. Seller To JINNAH's Knowledge, JINNAH, the JINNAH Stockholder and Shareholders and all persons and entities providing professional services for the Business JINNAH have not, to the knowledge of Seller and Shareholders, not engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code U.S.C. ss. 1320a-7b, or the regulations promulgated thereunderthereunder pursuant to such statutes, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, including the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; and (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of or any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller and Shareholders and all persons and entities providing professional services for the To each Seller's knowledge (without inquiry), no Business have not, to the knowledge of Seller and Shareholders, has engaged in any activities which are prohibited under Section 1320a-7b ss.1320a-7b of Title 42 of the United States Code or the regulations regulation promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, conduct including, but not limited to, the following: following (except where such activities would not have a Material Adverse Effect): (a) knowingly and willfully making or causing to be made a materially false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any materially false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any material event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; and (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, Medicaid or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller and Shareholders Shareholder and all persons and entities providing professional services for the Business have not, to the knowledge of Seller and ShareholdersShareholder, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Neither the Seller and Shareholders and all nor, to the knowledge of the --------------- Seller, any other persons and or entities providing professional services for the Business Practice, have not, to the knowledge of Seller and Shareholders, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code U.S.C. (S)1320a-7b, or the regulations promulgated thereunderthereunder pursuant to such statutes, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, including but not limited to, to the following: (ai) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for any benefit or payment; (ii) knowingly and willfully making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (biii) knowingly and willfully making or causing failure to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or of payment; and (div) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (ia) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (iib) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, service service, or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Neither Seller and Shareholders and all persons and entities nor any Subsidiary nor any person or entity providing professional services for the Business have not, to the knowledge of Seller and Shareholderstheir respective businesses have, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; (dc) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (ed) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Codeprograms; or (fe) any violation of the Medicare or Medicaid requirements, including and any fraud and abuse provisions, except (i) where such circumstances would could not reasonably be expected to have a Material Adverse EffectEffect or (ii) activities which a reasonably prudent person with knowledge of the underlying facts could reasonably conclude do not pose an unreasonable risk of violation of such law.

Fraud and Abuse. Seller To FJMDPC's Knowledge, FJMDPC, JAGGEARS and Shareholders and all persons and entities providing professional services for the Business FJMDPC have not, to the knowledge of Seller and Shareholders, not engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code U.S.C. ss. 1320a-7b, or the regulations promulgated thereunderthereunder pursuant to such statutes, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, including the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; and (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of or any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Neither Seller and Shareholders and all persons and entities nor any Subsidiary nor any ---------------- person or entity providing professional services for the Business have not, to the knowledge of Seller and Shareholderstheir respective businesses have, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; (dc) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (ed) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Codeprograms; or (fe) any violation of the Medicare or Medicaid requirements, including and any fraud and abuse provisions, except (i) where such circumstances would could not reasonably be expected to have a Material Adverse EffectEffect or (ii) activities which a reasonably prudent person with knowledge of the underlying facts could reasonably conclude do not pose an unreasonable risk of violation of such law.

Fraud and Abuse. Seller and Shareholders and all persons and entities providing professional services for the Business have not, to To the knowledge of Seller Parent, Parent and Shareholders, all individual physician practices which Parent manages as of the Closing Date (the "Parent Existing Practices") have not engaged in any activities which are prohibited under Section 1320a-7b ss.1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (ai) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for any benefit or payment; (ii) knowingly and willfully making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (ciii) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or paymentbenefit; and (div) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (iA) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (iiB) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller Seller, the PCA-Subs and Shareholders the PCA-Subs' respective officers, directors, trustees and all persons and entities providing professional services for the Business employees, as applicable, have not, to the knowledge of Seller and Shareholders, not engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunderfederal, or related state or local statutes or regulationsregulations including, without limitations, applicable Medicare and Medicaid statutes (42 U.S.C. Section 1320a-7a and 7b and Section 1395nn and the regulations promulgated thereunder), or which are prohibited by rules of professional conductconduct or which otherwise could constitute fraud, including, including but not limited to, to the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for any benefit or payment; (b) making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or paymentpayment fraudulently; and (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, facility or service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of any applicable law, regulation, covenant or fiduciary obligation. The representations and warranties of Seller contained in this Section 2.27 shall not be subject to the Medicare or Medicaid requirementsindemnification limitations of Seller set forth in Section 7, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effectbut shall represent an obligation of Seller hereunder.

Fraud and Abuse. Seller Sellers and Shareholders the Corporations and all persons and entities providing professional services for the Business Practice have not, to the knowledge of Seller Sellers and Shareholdersthe Corporations, engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (c) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller To the Princeton Stockholders' Knowledge, Princeton, the Princeton Stockholders and Shareholders and all persons and entities providing professional services for the Business Princeton have not, to the knowledge of Seller and Shareholders, not engaged in any activities which are prohibited under 42 U.S.C. Section 1320a-7b of Title 42 of the United States Code 1320a-7b, or the regulations promulgated thereunderthereunder pursuant to such statutes, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, including the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; and (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (ii) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing, or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller To the Knowledge of PPTC or the Physician Owners, PPTC, the Physician Owners, and Shareholders and all persons and entities providing professional services for the Business PPTC have not, to the knowledge of Seller and Shareholders, not engaged in any activities which are prohibited under Section 1320a-7b of Title 42 of the United States Code U.S.C. ss. 1320a-7b, or the regulations promulgated thereunderthereunder pursuant to such statutes, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, including the following: (a) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations representation of a material fact for use in determining rights to any benefit or payment; (c) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; or (d) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, kind or offering to pay or receive such remuneration (i1) in return for referring an individual to a person for the furnishing or arranging for the furnishing of or any item or service for which payment may be made in whole or in part by Medicare or Medicaid, Medicaid or (ii2) in return for purchasing, leasing leasing, or ordering or arranging for, for or recommending, recommending purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse Effect.

Fraud and Abuse. Seller Client and Shareholders FSS agree not to engage, and agree to prohibit all persons and entities providing professional services for the Business have notpursuant to this Agreement from engaging in, to the knowledge of Seller and Shareholders, engaged in any activities which are prohibited under Section 1320a-7b l320a-7b of Title 42 of the United States Code or the regulations promulgated thereunder, or related state or local statutes or regulations, or which are prohibited by rules of professional conduct, including, but not limited to, the following: (ai) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for any benefit or payment; (ii) knowingly and willfully making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (b) knowingly and willfully making or causing to be made any false statement or representations of a material fact for use in determining rights to any benefit or payment; (ciii) any failure by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure jiecure such benefit or payment; and (div) knowingly and willfully soliciting or receiving any remuneration (including any kickback, bribe or rebate) directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration (ix) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or Medicaid, or (iiy) in return for purchasing, leasing or ordering or arranging for, or recommending, purchasing, lease leasing or ordering any good, facility, service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in Medicaid or any activity which is a basis for exclusion from the Medicare, Medicaid and other federally-funded programs under Section 1320a-7a of Title 42 of the United States Code; (f) any violation of the Medicare or Medicaid requirements, including and fraud and abuse provisions, except where such circumstances would not have a Material Adverse EffectFederal health insurance reimbursement program.

Fraud and Abuse. Seller Except as set forth in Schedule 3.21 attached hereto: (a) none of the Company, its officers, directors or employees have engaged in, [and Shareholders and all to Sellers’ Knowledge none of the persons and entities providing who provide professional services for under agreements with the Business Company,] have notengaged in, to the knowledge of Seller and Shareholders, engaged in any activities which are prohibited under Section 1320a-7b of Title Federal Medicare and Medicaid statutes, 42 of the United States Code U.S.C. §§ 1320a-7, 1320a-7a and 1320a-7b, or the regulations promulgated thereunder, EXECUTION COPY pursuant to such statutes or related state or local statutes or regulations, regulations or which are prohibited by rules of professional conduct, including, but not limited to, the following: (ai) knowingly and willfully making or causing to be made a false statement or representation of a material fact in any application for any benefit or payment; (ii) knowingly and willfully making or causing to be made any false statement or representation of a material fact for use in determining rights to any benefit or payment; (biii) knowingly and willfully making presenting or causing to be made any presented a claim for reimbursement for services under Medicare, Medicaid or other federal or state health care program that is for an item or service that is known or to be (A) not provided as claimed, or (B) false statement or representations of a material fact for use in determining rights to any benefit or paymentfraudulent; (civ) any failure failing to disclose knowledge by a claimant to disclose knowledge of the occurrence of any event affecting the initial or continued right to any benefit or payment on its own behalf or on behalf of another, with the intent to fraudulently secure such benefit or payment; or (dv) knowingly and willfully offering, paying, soliciting or receiving any remuneration (including any kickback, bribe bribe, or rebate) ), directly or indirectly, overtly or covertly, in cash or in kind, or offering to pay or receive such remuneration kind (iA) in return for referring an individual to a person for the furnishing or arranging for the furnishing of any item or service for which payment may be made in whole or in part by Medicare or by, Medicare, Medicaid, or other federal or state health care program, or (iiB) in return for purchasing, leasing or ordering or arranging for, for or recommending, recommending purchasing, lease leasing or ordering any good, facility, facility service or item for which payment may be made in whole or in part by Medicare or Medicaid; (e) engaging in any activity which is a basis for exclusion from the Medicare, Medicaid and or other federally-funded programs federal or state health care program. Neither the Company nor to the Sellers’ Knowledge, persons who provide professional services under Section 1320a-7a of Title 42 of agreements with the United States Code; (f) any violation of Company, have been excluded from the Medicare program or Medicaid requirementsany state health care program under 42 U.S.C. §1320a-7, including and fraud and abuse provisionsthere is no pending or, except where to the Sellers’ Knowledge, threatened exclusion action against the Company or, to Sellers’ Knowledge, against any such circumstances would not have a Material Adverse Effectprofessional persons.