Common use of Government Reimbursement Programs Clause in Contracts

Government Reimbursement Programs. All of the facilities operated by the Company and each of its subsidiaries are qualified for participation in all federal healthcare programs in which they participate, including the Medicare programs, the Medicaid programs and the TRICARE programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries, and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participate, except for such failures to be qualified or to be entitled to reimbursement or to comply which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Change. There is no pending or, to the knowledge of the Company, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company and each of the Company’s subsidiaries’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and each of the Company’s subsidiaries with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, or (iii) the right of the Company and each of the Company’s subsidiaries to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would reasonably be expected to, individually or in the aggregate have a Material Adverse Change. For purposes of this Agreement; “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARE” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, and their dependents, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.

Government Reimbursement Programs. All Except as described in the Disclosure Package and the Prospectus, all of the dialysis facilities operated by the Company and each of its subsidiaries and JSA Healthcare Corporation and each of its wholly-owned subsidiaries, HealthCare Partners Medical Group (Bacchus), Ltd., HealthCare Partners Affiliates Medical Group and JSA Professional Association (collectively, the “HCP Affiliated Entities”) are qualified for participation in all federal healthcare programs in which they participate, including the Medicare programs, the Medicaid programs and the TRICARE programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries, and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participateparticipate or have participated, except for such failures to be qualified or to be entitled to reimbursement or to comply which would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse ChangeEffect. There Except as disclosed in the Disclosure Package and the Prospectus, there is no pending or, to the knowledge of the CompanyCompany or the DaVita Guarantors, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company and Company, each of the Company’s subsidiariessubsidiaries and the HCP Affiliated Entities’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and Company, each of the Company’s subsidiaries and the HCP Affiliated Entities with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, or (iii) the right of the Company and Company, each of the Company’s subsidiaries and the HCP Affiliated Entities to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would could reasonably be expected to, individually or in the aggregate (x) have a Material Adverse ChangeEffect or (y) result in consolidated net operating revenues for any (including any future) four fiscal quarter period of the Company constituting less than 95% of consolidated net operating revenues for the immediately preceding four fiscal quarter period of the Company. For purposes of this Agreement; , “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARE” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, and their dependentsdependants, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.

Government Reimbursement Programs. All Except as described in the Disclosure Package and the Prospectus, all of the dialysis facilities operated by the Company and each of its subsidiaries are qualified for participation in all federal healthcare programs in which they participate, including the Medicare programs, the Medicaid programs and the TRICARE Tricare programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries, and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participateparticipate or have participated, except for such failures to be qualified or to be entitled to reimbursement or to comply which would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse ChangeEffect. There Except as disclosed in the Disclosure Package and the Prospectus, there is no pending or, to the knowledge of the CompanyCompany or the Guarantors, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company and each of the Company’s its subsidiaries’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and each of the Company’s its subsidiaries with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, or (iii) the right of the Company and each of the Company’s its subsidiaries to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would could reasonably be expected to, individually or in the aggregate (x) have a Material Adverse ChangeEffect or (y) result in consolidated net operating revenues for any (including any future) four fiscal quarter period of the Company constituting less than 95% of consolidated net operating revenues for the immediately preceding four fiscal quarter period of the Company. For purposes of this Agreement; , “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARETricare” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, and their dependentsdependants, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.

Government Reimbursement Programs. All Except as described in the General Disclosure Package and the Prospectus, all of the facilities operated by the Company and each of its subsidiaries that are qualified for participation enrolled in all a federal healthcare programs in which they participatehealth care program, including without limitation the Medicare programs, the Medicaid programs and the TRICARE Tricare programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries), and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participateeach respective facility participates or has participated, except for such failures to be qualified or to be entitled to reimbursement or to comply which would that could not, individually singly or in the aggregate, reasonably be expected to have a Material Adverse ChangeEffect. There Except as disclosed in the General Disclosure Package and the Prospectus, there is no pending or, to the knowledge of the Company, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company and each of the Company’s its subsidiaries’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and each of the Company’s its subsidiaries with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, participated or (iii) the right of the Company and each of the Company’s its subsidiaries to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would reasonably be expected to, individually singly or in the aggregate have would not, result in a Material Adverse ChangeEffect. For purposes of this Agreement; , “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARETricare” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, retirees and their dependentsdependants, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.

Government Reimbursement Programs. All Except as described in the General Disclosure Package and the Prospectus, all of the facilities operated by the Company and each of its subsidiaries that are qualified for participation enrolled in all a federal healthcare programs in which they participatehealth care program, including without limitation the Medicare programs, the Medicaid programs and the TRICARE Tricare programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries), and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participateeach respective facility participates or has participated, except for such failures to be qualified or to be entitled to reimbursement or to comply which would that could not, individually singly or in the aggregate, reasonably be expected to have a Material Adverse ChangeEffect. There Except as disclosed in the General Disclosure Package and the Prospectus, there is no pending or, to the knowledge of the Company, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company and each of the Company’s its subsidiaries’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and each of the Company’s its subsidiaries with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, participated or (iii) the right of the Company and each of the Company’s its subsidiaries to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would reasonably be expected to, individually singly or in the aggregate have would not, result in a Material Adverse ChangeEffect. For purposes of this Agreement; , “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARETricare” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, retirees and their dependents, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.

Government Reimbursement Programs. All Except as described in the Disclosure Package and the Prospectus, all of the dialysis facilities operated by the Company and each of its subsidiaries are qualified for participation in all federal healthcare programs in which they participate, including the Medicare programs, the Medicaid programs and the TRICARE programs in which they participate (together with their respective intermediaries or carriers, the “Government Reimbursement Programs”) and are entitled to reimbursement under the Government Reimbursement Programs for services rendered to qualified beneficiaries, and comply in all material respects with the requirements of all Government Reimbursement Programs in which they participateparticipate or have participated, except for such failures to be qualified or to be entitled to reimbursement or to comply which would could not, individually or in the aggregate, reasonably be expected to have a Material Adverse ChangeEffect. There Except as disclosed in the Disclosure Package and the Prospectus, there is no pending or, to the knowledge of the CompanyCompany or the Guarantors, threatened or contemplated proceeding or investigation by any of the Government Reimbursement Programs with respect to (i) the Company Company’s and each of the Company’s subsidiaries’ qualification or right to participate in any Government Reimbursement Program in which they participate or have participated, (ii) the compliance or non-compliance by the Company and each of the Company’s subsidiaries with the terms or provisions of any Government Reimbursement Program in which they participate or have participated, participated or (iii) the right of the Company and each of the Company’s subsidiaries to receive or retain amounts received or due or to become due from any Government Reimbursement Program in which they participate or have participated, which proceeding or investigation, together with all other such proceedings and investigations, would could reasonably be expected to, individually or in the aggregate (x) have a Material Adverse ChangeEffect or (y) result in consolidated net operating revenues for any (including any future) four fiscal quarter period of the Company constituting less than 95% of consolidated net operating revenues for the immediately preceding four fiscal quarter period of the Company. For purposes of this Agreement; , “Medicaid” means any state-operated means-tested entitlement program under Title XIX of the Social Security Act that provides federal grants to states for medical assistance based on specific eligibility criteria, “Medicare” means that government-sponsored entitlement program under Title XVIII of the Social Security Act that provides for a health insurance system for eligible elderly and disabled persons including eligible persons with end-stage renal disease and “TRICARE” means the healthcare program established by the U.S. Department of Defense under Title 10, Subtitle A, Part II, Chapter 55 (10 U.S.C. § 1071 et seq.) for members of the military, military retirees, and their dependents, and includes the competitive selection of contractors to financially underwrite the delivery of healthcare services under the Civilian Health and Medical Program of the Uniformed Services.