Governmental Authorizations and Regulations. Schedule 2.15 lists all licenses, franchises, permits and other governmental authorizations held by Seller material to the use of the Purchased Assets. Such licenses, franchises, permits and other governmental authorizations are valid, and Seller has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. Except as set forth on Schedule 2.15, Seller holds all licenses, franchises, permits and other governmental authorizations, the absence of any of which could have a material adverse effect on the use of the Purchased Assets.
Governmental Authorizations and Regulations. Target has obtained each federal, state, county, local or foreign governmental consent, license, permit, grant, or other authorization of a Governmental Entity (i) pursuant to which Target currently operates or holds any interest in any of its properties or (ii) that is required for the operation of Target's business or the holding of any such interest, and all of such authorizations are in full force and effect, except when the failure to obtain such authorization could not be reasonably expected to have a Material Adverse Effect.
Governmental Authorizations and Regulations. Seller is not in violation of any laws, material governmental orders, rules or regulations, whether federal, state or local, to which Seller or the Assets are subject except for any such violations which are not reasonably likely to have a material adverse effect on Purchaser. Seller has prior to the Closing Date delivered to Purchaser a true and correct list of all licenses, franchises, permits and other governmental authorizations held by Seller that are material in connection with Seller 's business related to the ownership and use of the Assets.
Governmental Authorizations and Regulations. (a) Except as set forth in Schedule 4.13, the Company and each Subsidiary has complied and are currently in compliance with each law, ordinance or governmental or regulatory rule or regulation, whether federal, state, local or foreign to which such entity's business, operations, assets or properties is subject ("Regulations"), except for items of non-compliance (i) which were identified on a survey report with respect to such Provider, are being cured by the applicable Provider pursuant to a plan of correction accepted by the applicable governmental authority, and will not result in the loss or suspension of, or other action affecting, any Authorization (as defined below) of the applicable Provider, (ii) are not reasonably likely to materially and adversely affect the business of any Provider, and (iii) which would not, individually or in the aggregate, have a Material Adverse Effect. Except as set forth in Schedule 4.13, each of the Company and the Subsidiaries (or, where required under applicable law, to the knowledge of the Company, the Managed Providers) owns, holds, possesses or lawfully uses in the operation of its business all applicable Authorizations, other than Authorizations which (i) are not necessary to continue the operation of the business of such Provider in substantially the same manner as it currently operates and has operated heretofore, or (ii) if not owned, held, possessed or lawfully used by the Company or such Subsidiary (or by the applicable Managed Provider), would not, individually or in the aggregate, have a Material Adverse Effect. As used herein, "Authorizations" means all licenses, permits, certificates of need, qualifications, registrations, certifications, provider agreements and other authorizations of any governmental authority which are required under applicable Regulations for a Provider to conduct its business and obtain payment for services and goods provided by it under the Federal Medicare program, the state Medicaid program for each state in which such Provider operates (the "Applicable Medicaid Programs"), and any other governmental programs for payment of health care services or goods in which such Provider purports to participate, other than any of the foregoing which are not material to the business and operations of the relevant Provider, the Company or any Subsidiary. Except as set forth in Schedule 4.13, all of the Authorizations owned, held, possessed or lawfully used by the Company or its Subsidiaries (or, ...
Governmental Authorizations and Regulations. Schedule 3.15 lists all licenses, franchises, permits and other governmental authorizations held by Seller material to the conduct of the Business. Such licenses, franchises, permits and other governmental authorizations are valid, and Seller has not received any written notice or is otherwise aware that any Governmental Authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization.
Governmental Authorizations and Regulations. The Company has all governmental licenses, franchises, permits and other governmental authorizations ("Governmental Permits") necessary for the conduct of its
Governmental Authorizations and Regulations. The Company has all material licenses, franchises, permits and other governmental authorizations necessary to the conduct of its business, as presently conducted and the same are in full force and effect. The business of the Company is being conducted in compliance in all material respects with all applicable licenses, franchises, permits and other governmental authorizations and, to the best knowledge of Sellers, in compliance in all material respects with all applicable laws, ordinances, rules and regulations of all governmental authorities relating to its properties or applicable to its business. Except as set forth on Schedule 2.15, the Company has not received any notice of any alleged violation of any of the foregoing.
Governmental Authorizations and Regulations. The Company and the Subsidiary hold all governmental licenses, permits and other authorizations material to the conduct of their businesses. Such material governmental licenses, permits and other authorizations are valid and sufficient in all material respects for all business presently carried on by the Company and the Subsidiary, and the Company knows of no threatened suspension, cancellation or invalidation of any such material license, permit or other authorization. Neither the Company nor the Subsidiary is in material conflict with, or is in material default or violation of, (i) any material law, rule, regulation, order, judgment, ordinance, regulation or decree applicable to the Company or the Subsidiary or by which a material amount of the property or assets of either of them is bound or affected, or (ii) any material indenture, mortgage, lien, lease, agreement, instrument, contract, note, bond, license, permit, franchise or other material authorization or obligation to which the Company or the Subsidiary is a party or by which the Company or the Subsidiary or a material amount of the property or assets of either of them is bound or affected. No notice, charge, claim, action or assertion has been received by the Company or the Subsidiary or has been filed, commenced or, to the Company's knowledge, threatened against the Company or the Subsidiary alleging any such material conflict, default or violation.
Governmental Authorizations and Regulations. MegaSys has obtained all county, local or foreign governmental franchises, easements, variances, exceptions, consents, certificates approvals, licenses, permits, grants, or other authorizations of a Governmental Entity (the “MegaSys Permits”) (a) pursuant to which MegaSys currently operates or holds any interest in any of its properties or (b) that is required for the operation of MegaSys’ business or the holding of any such interest, and all of such authorizations are in full force and effect, except when the failure to obtain such authorization could not be reasonably expected to have a Material Adverse Effect. Neither MegaSys nor any Subsidiary has received any notice or other communication from any Governmental Entity regarding (i) any actual or possible violation of or failure to comply with any term or requirement of any MegaSys Permit, or (ii) any actual or possible revocation, withdrawal, suspension, cancellation, termination or modification of any MegaSys Permit.
Governmental Authorizations and Regulations. Lumina is not in violation of any laws, material governmental orders, rules or regulations, whether federal, state or local, to which Lumina or the Assets are subject except for any such violations which are not reasonably likely to have a material adverse effect on Lumina. Lumina has prior to the Closing Date delivered to Ask Jeeves a true and correct list of all licenses, franchises, permits and other governmental authorizations held by Lumina that are material in connection with Lumina's business related to the ownership and use of the Assets.
