Common use of Health Care Permits Clause in Contracts

Health Care Permits. Except to the extent that noncompliance with the following, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect: (i) each Loan Party holds, and at all times during the three calendar years immediately preceding the Fifth Restatement Date has held, all Health Care Permits necessary for it to own, lease, sublease or operate its assets or to conduct its business or operations as presently conducted; (ii) all such Health Care Permits are, and at all times during the three calendar years immediately preceding the Fifth Restatement Date have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions of any such Health Care Permit; (iii) no condition exists or event has occurred that, in itself or with the giving of notice or lapse of time or both, has resulted or would result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any Health Care Permit; (iv) no Governmental Authority has taken, or to the knowledge of any Loan Party intends to take, action to suspend, revoke, terminate, place on probation, restrict, limit, modify or not renew any Health Care Permit of any Loan Party; (v) there currently exist no restrictions, deficiencies, required plans of correction or other such remedial measures with respect to any Health Care Permit of a Loan Party; and (vi) without limiting the foregoing, no validation review, program integrity review, audit or other investigation related to any Loan Party or its operations, or the consummation of the transactions contemplated in the Loan Documents or related to the Collateral (x) has been conducted by or on behalf of any Governmental Authority, or (y) is scheduled, pending or, to the knowledge of any Loan Party, threatened.

Appears in 2 contracts

Samples: Revolving Credit and Term Loan Agreement (Healthways, Inc), Revolving Credit and Term Loan Agreement (Healthways, Inc)

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Health Care Permits. Except to the extent that noncompliance with the following, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect: (i) each Loan Credit Party holds, and at all times during the three calendar years immediately preceding the Fifth Restatement Date since December 31, 2015, has held, all Health Care Permits necessary for it to own, lease, sublease or operate its assets or to conduct its business or operations as presently conducted; , (ii) all such Health Care Permits are, and at all times during the three calendar years immediately preceding the Fifth Restatement Date since December 31, 2015 have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions of any such Health Care Permit; , (iii) no condition exists or event has occurred that, in itself or with the giving of notice or lapse of time or both, has resulted or would result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any Health Care Permit; , (iv) no Governmental Authority has taken, or to the knowledge of any Loan Credit Party intends to take, action to suspend, revoke, terminate, place on probation, restrict, limit, modify or not renew any Health Care Permit of any Loan Credit Party; , (v) there currently exist no restrictions, deficiencies, required plans of correction or other such remedial measures with respect to any Health Care Permit of a Loan Credit Party; , and (vi) without limiting the foregoing, no validation review, program integrity review, audit or other investigation related to any Loan Credit Party or its operations, or the consummation of the transactions contemplated in the Loan Credit Documents or related to the Collateral (x) has been conducted by or on behalf of any Governmental Authority, Authority or (y) is scheduled, pending or, to the knowledge of any Loan Credit Party, threatened.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Tivity Health, Inc.)

Health Care Permits. Except to the extent that noncompliance with the following, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect: (i) each Loan Party holds, and at all times during the three calendar years immediately preceding the Fifth Restatement Closing Date has held, all Health Care Permits necessary for it to own, lease, sublease or operate its assets or to conduct its business or operations as presently conducted; (ii) all such Health Care Permits are, and at all times during the three calendar years immediately preceding the Fifth Restatement Closing Date have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions of any such Health Care Permit; (iii) no condition exists or event has occurred that, in itself or with the giving of notice or lapse of time or both, has resulted or would result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any Health Care Permit; (iv) no Governmental Authority has taken, or to the knowledge of any Loan Party intends to take, action to suspend, revoke, terminate, place on probation, restrict, limit, modify or not renew any Health Care Permit of any Loan Party; (v) there currently exist no restrictions, deficiencies, required plans of correction or other such remedial measures with respect to any Health Care Permit of a Loan Party; and (vi) without limiting the foregoing, no validation review, program integrity review, audit or other investigation related to any Loan Party or its operations, or the consummation of the transactions contemplated in the Loan Documents or related to the Collateral (x) has been conducted by or on behalf of any Governmental Authority, or (y) is scheduled, pending or, to the knowledge of any Loan Party, threatened.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Tivity Health, Inc.)

Health Care Permits. Except to the extent that noncompliance with the following, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect: (i) Each Credit Party and each Loan Party of their respective Domestic Subsidiaries holds, and at all times during the three (3) calendar years immediately preceding the Fifth Restatement Closing Date (or such lesser time that such Credit Party or Domestic Subsidiary, as applicable, has been, subject to any applicable Health Care Laws requiring it to hold such Health Care Permits) has held, all Health Care Permits necessary for it to own, lease, sublease or operate its assets or to conduct its business or operations as presently conducted; conducted (ii) including without limitation, to participate in and obtain reimbursement under all Third Party Payor Programs in which such Persons’ participate), except, in each case, where the failure to do so would not reasonably be expected to have a Material Adverse Effect. All such Health Care Permits are, and at all times during the three calendar years immediately preceding the Fifth Restatement Closing Date (or such lesser time that such Credit Party or Domestic Subsidiary, as applicable, has been subject to any applicable Health Care Laws requiring it to hold such Health Care Permits) have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions of any such Health Care Permit; (iii) no , except, in each case, as would not reasonably be expected to have a Material Adverse Effect. No condition exists or event has occurred thatwhich, in itself or with the giving of notice or lapse of time or both, has resulted or would reasonably be expected to result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any material Health Care Permit; (iv) no . No Governmental Authority has taken, or to the knowledge of any Loan Responsible Officer of a Credit Party intends threatened in writing to take, action to suspend, revoke, terminate, place on probation, restrict, limit, modify or not renew any Health Care Permit of any Loan Credit Party or any Domestic Subsidiary of any Credit Party; (v) there currently exist no restrictions, deficienciesin each case, required plans where the failure to do so would reasonably be expected to have a Material Adverse Effect. As of correction or other such remedial measures with respect to any the Closing Date, Schedule 3.33 sets forth an accurate, complete and current list of all material Health Care Permit of a Loan Party; Permits, and (vi) without limiting the foregoing, no validation review, program integrity review, audit or other investigation related to all Third Party Payor Authorizations for material Third Party Payor Programs in which any Loan Credit Party or its operations, or the consummation of the transactions contemplated in the Loan Documents or related to the Collateral (x) has been conducted by or on behalf any Domestic Subsidiary of any Governmental Authority, or (y) is scheduled, pending or, to the knowledge of any Loan Party, threatenedCredit Party participates.

Appears in 1 contract

Samples: Credit Agreement (NxStage Medical, Inc.)

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Health Care Permits. Except to the extent that noncompliance with the following, individually or in the aggregate, could would not reasonably be expected to have a Material Adverse Effect: (i) each Loan Party holds, and at all times during the three calendar years immediately preceding the Fifth Restatement Date since December 31, 2020, has held, all Health Care Permits necessary for it to own, lease, sublease or operate its assets or to conduct its business or operations as presently conducted; , (ii) all such Health Care Permits are, and at all times during the three calendar years immediately preceding the Fifth Restatement Date since December 31, 2020 have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions of any such Health Care Permit; , (iii) no condition exists or event has occurred that, in itself or with the giving of notice or lapse of time or both, has resulted or would result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any Health Care Permit; , (iv) no Governmental Authority has taken, or to the knowledge of any Loan Party intends to take, action to suspend, revoke, terminate, place on probation, restrict, limit, modify or not renew any Health Care Permit of any Loan Party; , (v) there currently exist no restrictions, deficiencies, required plans of correction or other such remedial measures with respect to any Health Care Permit of a Loan Party; , and (vi) without limiting the foregoing, no validation review, program integrity review, audit or other investigation related to any Loan Party or its operations, or the consummation of the transactions contemplated in the Loan Documents or related to the Collateral (x) has been conducted by or on behalf of any Governmental Authority, Authority or (y) is scheduled, pending or, to the knowledge of any Loan Party, threatened.

Appears in 1 contract

Samples: Credit Agreement (Tivity Health, Inc.)

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