Common use of Healthcare Compliance Matters Clause in Contracts

Healthcare Compliance Matters. (a) (i) DENTSPLY and each of its Subsidiaries are in compliance and since June 30, 2012 have been in compliance with all Health Care Laws applicable to DENTSPLY or any of its Subsidiaries or any assets owned or used by any of them (except for such past noncompliance as has been remedied and imposes no continuing obligations or costs on DENTSPLY or its Subsidiaries), and (ii) neither DENTSPLY nor any of its Subsidiaries has received any written communication since June 30, 2012 from a Governmental Entity that remains uncured or unresolved and that alleges that DENTSPLY or any of its Subsidiaries is not in compliance with any Health Care Law, except in the case of clauses (i) and (ii) where any non-compliance, individually or in the aggregate, has not had and would not reasonably be expected to have, a DENTSPLY Material Adverse Effect. Neither DENTSPLY nor, to the Knowledge of DENTSPLY, any of its Subsidiaries is a party to or has any ongoing reporting obligations pursuant to or under any corporate integrity agreements, deferred prosecution agreements, monitoring agreements, consent decrees, settlement orders, plans of correction or similar agreements with or imposed by any Governmental Entity. Additionally, none of DENTSPLY, its Subsidiaries or any of its respective employees, officers or directors has been excluded, suspended or debarred from participation in any U.S. state or federal health care program or, to the Knowledge of DENTSPLY, has been convicted of any crime or is subject to a governmental inquiry, investigation, Proceeding, or other similar action, or has engaged in any conduct, that could reasonably be expected to result in debarment, suspension, or exclusion.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dentsply International Inc /De/), Agreement and Plan of Merger (Sirona Dental Systems, Inc.)

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Healthcare Compliance Matters. (a) (i) DENTSPLY AmSurg and each of its Subsidiaries are in compliance with and since June 30January 1, 2012 2013 have been in compliance with all not violated any Health Care Laws Law applicable to DENTSPLY AmSurg or any of its Subsidiaries or any items or services provided by or assets owned or used by any of them (except for such past noncompliance as has been remedied and imposes no continuing obligations or costs on DENTSPLY AmSurg or its Subsidiaries), and (ii) neither DENTSPLY AmSurg nor any of its Subsidiaries has received any written communication since June 30January 1, 2012 2013 from a Governmental Entity alleging that remains uncured or unresolved and that alleges that DENTSPLY AmSurg or any of its Subsidiaries is or was not, or may not be, in compliance with any Health Care Law, except in the case of clauses (i) and (ii) where any actual or alleged non-compliance, individually or in the aggregate, has not had and would not reasonably be expected to have, a DENTSPLY an AmSurg Material Adverse Effect. Neither DENTSPLY AmSurg nor, to the Knowledge of DENTSPLYAmSurg, any of its Subsidiaries is a party to or has any ongoing reporting obligations pursuant to or under any corporate integrity agreements, deferred prosecution agreements, monitoring agreements, consent decrees, settlement orders, plans of correction or similar agreements with or imposed by any Governmental Entity. Additionally, none of DENTSPLYAmSurg, its Subsidiaries or any of its respective employees, officers or directors or any AmSurg Healthcare Professional has been excluded, suspended or debarred from participation in any U.S. state or federal health care program or, to the Knowledge of DENTSPLYAmSurg, has been convicted of any crime or is subject to a governmental inquiry, investigation, Proceeding, or other similar action, or has engaged in any conduct, that could reasonably be expected to result in debarment, suspension, or exclusion.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Envision Healthcare Holdings, Inc.), Agreement and Plan of Merger (Amsurg Corp)

Healthcare Compliance Matters. (a) (i) DENTSPLY Holdings and each of its Subsidiaries are in compliance with and since June 30January 1, 2012 2013 have been in compliance with all not violated any Health Care Laws Law applicable to DENTSPLY Holdings or any of its Subsidiaries or any items or services provided by or assets owned or used by any of them (except for such past noncompliance as has been remedied and imposes no continuing obligations or costs on DENTSPLY Holdings or its Subsidiaries), and (ii) neither DENTSPLY Holdings nor any of its Subsidiaries has received any written communication since June 30January 1, 2012 2013 from a Governmental Entity alleging that remains uncured or unresolved and that alleges that DENTSPLY Holdings or any of its Subsidiaries is or was not, or may not be, in compliance with any Health Care Law, except in the case of clauses (i) and (ii) where any actual or alleged non-compliance, individually or in the aggregate, has not had and would not reasonably be expected to have, a DENTSPLY Holdings Material Adverse Effect. Neither DENTSPLY Holdings nor, to the Knowledge of DENTSPLYHoldings, any of its Subsidiaries is a party to or has any ongoing reporting obligations pursuant to or under any corporate integrity agreements, deferred prosecution agreements, monitoring agreements, consent decrees, settlement orders, plans of correction or similar agreements with or imposed by any Governmental Entity. Additionally, none of DENTSPLYHoldings, its Subsidiaries or any of its respective employees, officers or directors or any Holdings Healthcare Professional has been excluded, suspended or debarred from participation in any U.S. state or federal health care program or, to the Knowledge of DENTSPLYHoldings, has been convicted of any crime or is subject to a governmental inquiry, investigation, Proceeding, or other similar action, or has engaged in any conduct, that could reasonably be expected to result in debarment, suspension, or exclusion.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Amsurg Corp), Agreement and Plan of Merger (Envision Healthcare Holdings, Inc.)

Healthcare Compliance Matters. (a) (i) DENTSPLY Sirona and each of its Subsidiaries are in compliance and since June 30, 2012 have been in compliance with all Health Care Laws applicable to DENTSPLY Sirona or any of its Subsidiaries or any assets owned or used by any of them (except for such past noncompliance as has been remedied and imposes no continuing obligations or costs on DENTSPLY Sirona or its Subsidiaries), and (ii) neither DENTSPLY Sirona nor any of its Subsidiaries has received any written communication since June 30, 2012 from a Governmental Entity that remains uncured or unresolved and that alleges that DENTSPLY Sirona or any of its Subsidiaries is not in compliance with any Health Care Law, except in the case of clauses (i) and (ii) where any non-compliance, individually or in the aggregate, has not had and would not reasonably be expected to have, a DENTSPLY Sirona Material Adverse Effect. Neither DENTSPLY Sirona nor, to the Knowledge of DENTSPLYSirona, any of its Subsidiaries is a party to or has any ongoing reporting obligations pursuant to or under any corporate integrity agreements, deferred prosecution agreements, monitoring agreements, consent decrees, settlement orders, plans of correction or similar agreements with or imposed by any Governmental Entity. Additionally, none of DENTSPLYSirona, its Subsidiaries or any of its respective employees, officers or directors has been excluded, suspended or debarred from participation in any U.S. state or federal health care program or, to the Knowledge of DENTSPLYSirona, has been convicted of any crime or is subject to a governmental inquiry, investigation, Proceeding, or other similar action, or has engaged in any conduct, that could reasonably be expected to result in debarment, suspension, or exclusion.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dentsply International Inc /De/), Agreement and Plan of Merger (Sirona Dental Systems, Inc.)

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Healthcare Compliance Matters. (a) (i) DENTSPLY Each of Laguna and Orca, as applicable, and each of its Subsidiaries are Subsidiaries, (i) is in compliance and since June 30January 1, 2012 have 2019 has been in compliance with all Health Care Laws applicable to DENTSPLY or any of its Subsidiaries it or any assets owned or used by any of them (except for such past noncompliance as has been remedied and imposes no continuing obligations or costs on DENTSPLY or its Subsidiaries)it, and (ii) neither DENTSPLY Laguna nor Orca, as applicable, nor any of its Subsidiaries has received any written communication since June 30January 1, 2012 2019 from a Governmental Entity that remains uncured or unresolved and that alleges that DENTSPLY such party or any of its Subsidiaries is not in compliance with any Health Care Law, except in the case of clauses (i) and (ii) where any non-compliance, individually or in the aggregate, has not had and would not reasonably be expected to have, a DENTSPLY Material Adverse Effect. Neither DENTSPLY Laguna nor Orca, as applicable, nor, to the Knowledge knowledge of DENTSPLYsuch party, any of its Subsidiaries is a party to or has any ongoing reporting obligations pursuant to or under any corporate integrity agreements, deferred or non-prosecution agreements, monitoring agreements, consent decrees, settlement orders, plans of correction or similar agreements with or imposed by any Governmental Entity. Additionally, since January 1, 2019, none of DENTSPLYLaguna or Orca, as applicable, or any of its Subsidiaries or any of its respective employees, officers or officers, directors or, to the knowledge of such party, agents (A) has been excluded, suspended or debarred from participation in any U.S. state or federal health care program orprogram, (B) to the Knowledge knowledge of DENTSPLYsuch party, has been convicted of any crime or is subject to a governmental inquiry, investigation, Proceeding, or other similar action, or (C) to the knowledge of such party, has engaged in any conduct, that could reasonably be expected to result in debarment, suspension, or exclusion, except for any exclusion, suspension, debarment, conviction or conduct that, individually or in the aggregate has not had and would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Business Combination Agreement (Ortho Clinical Diagnostics Holdings PLC)

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