Common use of Inspections and Investigations Clause in Contracts

Inspections and Investigations. Except as set forth and described in Schedule 5.25: (i) Seller’s right to receive reimbursements pursuant to any Government Program or Private Program has not been terminated or otherwise adversely affected as a result of any investigation, audit or action whether by any federal or state governmental regulatory authority or other third party; (ii) to the Knowledge of Seller, Seller has not during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring or other form of review by any governmental regulatory entity, professional review organization, accrediting organization or certifying agency based upon any alleged improper activity on the part of Seller, and Seller has not received any written notice of deficiency during the past three years in connection with its operations; (iii) there are not presently any outstanding survey deficiencies, or work orders of any governmental authority having jurisdiction over Seller, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance or bylaw, including but not limited to, the Government Programs and Private Programs; and (iv) Seller has not received any written notice of any claim, requirement or demand of any licensing or certifying agency or other third party supervising or having authority over Seller or its operations to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances or inventory so as to conform to or comply with any existing law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete copies of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25.

Inspections and Investigations. Except as set forth and described in Schedule 5.25: could not reasonably be expected to have a Material Adverse Effect, (ia) Sellerneither the Borrower’s nor any Subsidiary’s right to receive reimbursements pursuant to any Government Program government program or Private Program private program has not been terminated or otherwise adversely affected as a result of any investigationinvestigation or action, audit or action whether by any federal or state governmental regulatory authority Governmental Authority or other third party; (iib) to neither the Knowledge of SellerBorrower nor any Subsidiary has, Seller has not during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring monitoring, or other form of review by any governmental regulatory entity, professional review organization, accrediting organization or certifying agency Governmental Authority based upon any alleged improper activity on the part of Sellersuch Person, and Seller nor has not the Borrower or any Subsidiary received any written notice of deficiency during the past three years in connection with the operations of its operationsbusiness; (iiic) there are not presently any outstanding survey deficiencies, deficiencies or work orders of any governmental authority Governmental Authority having jurisdiction over Sellerthe Borrower or any Subsidiary, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance agreement with any Governmental Authority or bylaw, including but not limited to, the Government Programs and Private ProgramsRequirement of Law; and (ivd) Seller has there is not received any written notice of any claim, requirement requirement, or demand of any licensing or certifying agency or other third party supervising or having authority over Seller the Borrower or its operations any Subsidiary to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances appliances, or inventory so as to conform to or comply with any existing law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete copies Requirement of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25Law.

Inspections and Investigations. Except as set forth and described in Schedule 5.25: 6.6, (i) Seller’s the right of the Owner (if such Owner is an employee of the Company or any Subsidiary or if such Owner is a physician) or any other licensed professional or other individual employed by or affiliated with such Owner to receive reimbursements pursuant to any Company Government Program or Company Private Program has not been terminated or otherwise adversely affected as a result of any investigation, audit investigation or action whether by any federal or state governmental regulatory authority or other third party; , (ii) to the Knowledge of Sellerneither such Owner nor any licensed professional or other individual employed by or affiliated with such Owner has, Seller has not during the past three (3) years, been the subject of any inspection, investigation, survey, audit, monitoring or other form of review by any governmental regulatory entity, trade association, professional review organization, accrediting organization or certifying agency based upon for the purpose of any alleged improper activity on the part of Sellersuch individual, and Seller nor has not the Company or any Subsidiary received any written notice of deficiency during the past three years in connection with its operations; , and (iii) there are not presently presently, and at the Effective Time there will not be, any outstanding survey deficiencies, deficiencies or work orders of any governmental authority having jurisdiction over Sellersuch Owner, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance or bylaw, including but not limited to, the Company Government Programs and Company Private Programs; and (iv) Seller has not received any written notice . Attached as part of any claim, requirement or demand of any licensing or certifying agency or other third party supervising or having authority over Seller or its operations to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances or inventory so as to conform to or comply with any existing law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete Schedule 6.6 are copies of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25therein.

Inspections and Investigations. Except as set forth and described in Schedule 5.25: 3.7, (i) Seller’s Buyer's right to receive reimbursements pursuant to any Government Program Governmental or Private Program has not been terminated or otherwise adversely affected as a result of any investigation, audit investigation or action whether by any federal or state governmental regulatory authority or other third party; , (ii) to the Knowledge of SellerBuyer has not, Seller has not during the past three (3) years, been the subject of any inspection, investigation, survey, audit, monitoring or other form of review by any governmental regulatory entity, trade association, professional review organization, accrediting organization or certifying agency based upon any alleged improper activity on the part of Sellersuch individual, and Seller nor has not Buyer received any written notice of deficiency during the past three years in connection with the operations of its operations; business, (iii) there are not presently presently, and at the Closing Date there will not be, any outstanding survey deficiencies, deficiencies or work orders of any governmental authority having jurisdiction over SellerBuyer's business, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance or bylaw, including but not limited to, the Government Programs and Private Programs; , and (iv) Seller has there is not received any written notice of any claim, requirement or demand of any licensing or certifying agency or other third party supervising or having authority over Seller or its operations the Buyer's business to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances or inventory so as to conform to or comply with any existing law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete Attached as part of Schedule 3.7 are copies of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25therein.

Inspections and Investigations. Except as set forth and described in Schedule 5.25: could not reasonably be expected to have a Material Adverse Effect, (ia) Seller’s neither the Borrower's nor any Subsidiary's right to receive reimbursements pursuant to any Government Program government program or Private Program private program has not been terminated or otherwise adversely affected as a result of any investigationinvestigation or action, audit or action whether by any federal or state governmental regulatory authority Governmental Authority or other third party; (iib) to neither the Knowledge of SellerBorrower nor any Subsidiary has, Seller has not during the past three years, been the subject of any inspection, investigation, survey, audit, monitoring monitoring, or other form of review by any governmental regulatory entity, professional review organization, accrediting organization or certifying agency Governmental Authority based upon any alleged improper activity on the part of Sellersuch Person, and Seller nor has not the Borrower or any Subsidiary received any written notice of deficiency during the past three years in connection with the operations of its operationsbusiness; (iiic) there are not presently any outstanding survey deficiencies, deficiencies or work orders of any governmental authority Governmental Authority having jurisdiction over Sellerthe Borrower or any Subsidiary, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance agreement with any Governmental Authority or bylaw, including but not limited to, the Government Programs and Private ProgramsRequirement of Law; and (ivd) Seller has there is not received any written notice of any claim, requirement requirement, or demand of any licensing or certifying agency or other third party supervising or having authority over Seller the Borrower or its operations any Subsidiary to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances appliances, or inventory so as to conform to or comply with any existing law, code, rule, regulation or standard. Seller has provided to Purchaser true and complete copies Requirement of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.25Law.

Inspections and Investigations. Except as set forth and described in Schedule 5.252.18, with respect to the Business: (i) each Seller’s right to receive reimbursements pursuant to any Government Program or Private Program has not been terminated or otherwise adversely affected as a result of any investigation, audit investigation or action whether by any federal or state governmental regulatory authority Regulatory Authority or other third party; (ii) to the Knowledge of Seller, no Seller has not during the past three (3) years, been the subject of any inspection, investigation, survey, audit, monitoring or other form of review by any governmental regulatory entityRegulatory Authority, professional review organization, accrediting organization or certifying agency based upon any alleged improper activity on the part of such Seller, and no Seller has not received any written notice of material deficiency during the past three (3) years in connection with its operations; (iii) there are not presently presently, and at the Closing Date there will not be, any outstanding survey deficiencies, deficiencies or work orders of any governmental authority Regulatory Authority having jurisdiction over any Seller, or other third party, requiring conformity to any applicable agreement, statute, regulation, ordinance Law or bylawbylaw or rule, including but not limited to, the Government Programs and Private Programs; and (iv) Seller has to the knowledge of each Seller, there is not received any written notice of any claim, requirement or demand of any licensing or certifying agency Regulatory Authority or other third party supervising or having authority over any Seller or its operations to rework or redesign any part thereof or to provide additional furniture, fixtures, equipment, appliances or inventory so as to conform to or comply with any existing law, code, rule, regulation Law or standard. Seller has Sellers have provided to Purchaser Purchasers true and complete copies of all reports, correspondence, notices and other documents relating to any matter described or referenced on Schedule 5.252.18, other than any such items that are protected by the attorney-client privilege or other applicable privilege (a list of such privileged items has been provided to Purchasers).