Licenses, Accreditation and Regulatory Approvals Sample Clauses

Licenses, Accreditation and Regulatory Approvals. Advantage Health, the Advantage Health Subsidiaries and the Advantage Health Partnerships, as applicable, to Advantage Health's best knowledge, hold all licenses, permits, certificates of need and other regulatory approvals required by law with respect to their respective businesses, operations and facilities as they are currently or presently conducted (collectively, "Licenses"), except where the failure to hold any such License or Licenses does not have, individually or in the aggregate, a material adverse effect on Advantage Health. To Advantage Health's best knowledge, all such Licenses are in full force and effect and Advantage Health is in compliance in all material respects with all conditions and requirements of such Licenses and with all rules and regulations relating thereto, except where the absence of any such License or Licenses or the failure of any such License or Licenses to be in full force and effect or any such noncompliance does not have, individually or in the aggregate, a material adverse effect on Advantage Health. Except as disclosed in the Advantage Health 1995 10-K or on Exhibit 3.15, any and all past litigation concerning any such License, together with all claims and causes of action raised therein, has been finally adjudicated. To Advantage Health's best knowledge, no such License has been revoked, conditioned (except as may be customary) or restricted, and, except as disclosed in the Advantage Health 1995 10-K, no action (equitable, legal or administrative), arbitration or other process is pending, or to the best knowledge of Advantage Health, threatened, which in any way challenges the validity of, or seeks to revoke, condition or restrict any such License, except where the invalidity or revocation, conditioning or restriction thereof would not have a material adverse effect on Advantage Health. Subject to compliance with applicable securities laws and the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended ("HSR Act"), the consummation of the Merger will not violate any law or restriction to which Advantage Health is subject which, if violated, would, individually or in the aggregate, have a material adverse effect on Advantage Health.
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Licenses, Accreditation and Regulatory Approvals. To the Company's knowledge, the Group Entities hold all material licenses, permits, franchises, certificates of need and other governmental or regulatory authorizations and approvals which are needed or required by Law with respect to their businesses, operations and facilities as they are currently owned or presently conducted (collectively, the "Licenses"). All such material Licenses are in full force and effect and each Group Entity is in compliance in all material respects with all conditions and requirements of the Licenses and with all rules and regulations relating thereto, except as set forth in Section 4.15 of the Company Disclosure Schedule. No such License has been revoked, conditioned or restricted except as for customary conditions or restrictions or as can be cured by a Group Entity within the period allowed by the applicable Governmental Authority for such cure without having a Material Adverse Effect upon the Company or its business, and no Action is pending, or to the Company's knowledge, threatened which in any way challenges the validity of, or seeks to revoke, condition or restrict any such License. Except as set forth in Section 4.15 of the Company Disclosure Schedule, no transfer of any material License is necessary to allow the Surviving Corporation to continue after the Effective Time to operate the Company's facilities as presently operated.
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Licenses, Accreditation and Regulatory Approvals. To the knowledge of the Company and each Stockholder, the Company and each Subsidiary hold all material licenses, permits, franchises, certificates of need and other governmental or regulatory authorizations and approvals which are needed or required by Law with respect to their businesses, operations and facilities as they are currently or presently conducted (collectively, the "Licenses"). To the knowledge of the Company and each Stockholder, all such Licenses are in full force and effect and each of the Company and each Subsidiary is in compliance with all conditions and requirements of the Licenses and with all rules and regulations relating thereto, except as set forth in Section 4.14 of the Company Disclosure Schedule. To the knowledge of the Company and each Stockholder, no such License has been revoked, conditioned or restricted except as for customary conditions or restrictions or as can be cured by the Company or its Subsidiaries within the period allowed by the applicable Governmental Authority for such cure without having a material and adverse effect upon such Company or its Subsidiaries or their businesses, and no Action is pending, or to the Company's knowledge, threatened which in any way challenges the validity of, or seeks to revoke, condition or restrict any such License.
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Licenses, Accreditation and Regulatory Approvals. Except as disclosed in the Horizon/CMS Documents, Horizon/CMS and the Horizon/CMS Subsidiaries and Horizon/CMS Other Entities hold all licenses, permits, certificates of need and other regulatory approvals which are required by law with respect to their businesses, operations and facilities as they are currently or presently conducted or operated, except where the failure to possess such licenses would not have a material adverse effect on Horizon/CMS (collectively, the "Horizon/CMS Licenses"). Except with respect to those Horizon/CMS Licenses for which renewal applications have been filed by Horizon/CMS, the Horizon/CMS Subisidiaries or the Horizon/CMS Other Entities and which are being processed by the applicable regulatory authorities, all such Horizon/CMS Licenses are in full force and effect, and Horizon/CMS is in substantial compliance with all conditions and requirements of the Horizon/CMS Licenses and with all rules and regulations relating thereto. Horizon/CMS, the Horizon/CMS Subsidiaries and the Horizon/CMS Other Entities are, to the extent applicable to their operations, (i) eligible to receive payment under Titles XVIII and XIX of the Social Security Act,
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Licenses, Accreditation and Regulatory Approvals. Except as disclosed in Target Documents or set forth on Exhibit 3.16 to the Disclosure Schedule, Target holds all licenses, permits and other regulatory approvals which are needed or required by law with respect to its business, operations and facilities as they are currently or presently conducted (collectively, the "Licenses"), except where the failure to possess such Licenses does not have a Material Adverse Effect on Target. All such Licenses are in full force and effect, and Target is in compliance in all material respects with all conditions and requirements of the Licenses and with all rules and regulations relating thereto. Subject to compliance with applicable securities laws, the Hart Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended (the "HSR Act"), and state or local statutes, rules or regulations requiring notice, approval, or other action upon the occurrence of a change in control of Target, the consummation of the Merger will not violate any law or regulation to which Target is subject which, if violated, would have a Material Adverse Effect on Target.
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Licenses, Accreditation and Regulatory Approvals. The Seller holds all material licenses, permits, franchises, certificates of need and other governmental or regulatory authorizations and approvals which are needed or required by Law with respect to its businesses, operations and facilities as they are currently or presently conducted (collectively, the "Licenses"). All such Licenses are in full force and effect and the Seller is in material compliance with all conditions and requirements of the Licenses and with all rules and regulations relating thereto, except as set forth in Section 4.14 of the Disclosure Schedule. No such License has been revoked, conditioned or restricted except as for customary conditions or restrictions or as can be cured by the Seller within the period allowed by the applicable Governmental Authority for such cure without having a material and adverse effect upon the Seller or its businesses, and no Action is pending, or to the Seller's or the Stockholder's knowledge, threatened which in any way challenges the validity of, or seeks to revoke, condition or restrict any such License.
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Licenses, Accreditation and Regulatory Approvals. Except as disclosed in the Horizon/CMS Documents, Horizon/CMS and the Horizon/CMS Subsidiaries and Horizon/CMS Other Entities hold all licenses, permits, certificates of need and other regulatory approvals which are required by law with respect to their businesses, operations and facilities as they are currently or presently conducted or operated, except where the failure to possess such licenses would not have a material adverse effect on Horizon/CMS (collectively, the "Horizon/CMS Licenses"). Except with respect to those Horizon/CMS Licenses for which renewal applications have been filed by Horizon/CMS, the Horizon/CMS Subisidiaries or the Horizon/CMS Other Entities and which are being processed by the applicable regulatory authorities, all such Horizon/CMS Licenses are in full force and effect, and Horizon/CMS is in substantial compliance with all conditions and requirements of the Horizon/CMS Licenses and with all rules and regulations relating thereto. Horizon/CMS, the Horizon/CMS Subsidiaries and the Horizon/CMS Other Entities are, to the extent applicable to their operations, (i) eligible to receive payment under Titles XVIII and XIX of the Social Security Act, (ii) providers under existing provider agreements with the Medicare program through the applicable intermediaries and (iii) in substantial compliance with the conditions of participation in the Medicare program except for such matters as would not have a material adverse effect on Horizon/CMS. Except to the extent that the failure to timely make such filings would not have a material adverse effect on Horizon/CMS, and except as disclosed in the Horizon/CMS Documents, Horizon/CMS, the Horizon/CMS Subsidiaries and the Horizon/CMS Other Entities have timely filed all requisite claims and other reports required to be filed in connection with the Medicare, Medicaid and other governmental health programs due on or before the date hereof, all of which were, when filed, complete and correct in all material respects. Except as set forth on Exhibit 3.17 to the Disclosure Schedule, there are no current claims, actions or appeals pending, and neither Horizon/CMS nor the Horizon/CMS Subsidiaries nor the Horizon/CMS Other Entities have filed any claims or reports which would result in such claims, actions or appeals, before any commission, board or agency, including, without limitation, any intermediary or carrier, the Provider Reimbursement Review Board or the Administrator of the Health Care Financing Ad...
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Related to Licenses, Accreditation and Regulatory Approvals

  • Governmental and Regulatory Approvals Other than the filing of the Articles of Merger provided for under Section 1.3, all consents, approvals and actions of, filings with and notices to any Governmental Entity required by the Company, Parent or any of their subsidiaries under applicable law or regulation to consummate the Merger and the transactions contemplated by this Agreement, the failure of which to be obtained or made would result in a material adverse effect on Parent’s ability to conduct the business of the Company in substantially the same manner as presently conducted, shall have been obtained or made (all such approvals and the expiration of all such waiting periods, the “Requisite Regulatory Approvals”).

  • Regulatory Filings and Approvals Copies of all necessary governmental and third party approvals, registrations, and filings in respect of the transactions contemplated by this Agreement;

  • Regulatory Approvals All Requisite Regulatory Approvals shall have been obtained and shall remain in full force and effect and all statutory waiting periods in respect thereof shall have expired, and no such Requisite Regulatory Approval shall have resulted in the imposition of any Materially Burdensome Regulatory Condition.

  • Requisite Regulatory Approvals All Consents required to be obtained from or made with any Governmental Authority in order to consummate the transactions contemplated by this Agreement shall have been obtained or made.

  • Reporting Obligations and Regulatory Approvals Applicable laws and regulations may require holders and beneficial owners of Shares, including the Holders and Beneficial Owners of ADSs, to satisfy reporting requirements and obtain regulatory approvals in certain circumstances. Holders and Beneficial Owners of ADSs are solely responsible for determining and complying with such reporting requirements and obtaining such approvals. Each Holder and each Beneficial Owner hereby agrees to make such determination, file such reports, and obtain such approvals to the extent and in the form required by applicable laws and regulations as in effect from time to time. Neither the Depositary, the Custodian, the Company or any of their respective agents or affiliates shall be required to take any actions whatsoever on behalf of Holders or Beneficial Owners to determine or satisfy such reporting requirements or obtain such regulatory approvals under applicable laws and regulations.

  • Government Approvals and Required Consents The Company, the Stockholders, NewCo and APP shall have obtained all licenses, permits and all necessary government and other third-party approvals and consents required under any law, statements, rule, regulation or ordinance to consummate the transactions contemplated by this Agreement.

  • Required Regulatory Approvals Certain transactions required, permitted or otherwise contemplated by this Agreement may under certain circumstances require prior filings with and approvals, or non-disapprovals, from the Indiana Department of Insurance or the Indiana Insurance Commissioner. Such transactions include: (a) issuance or purchase of any additional capital stock of the Company or other securities convertible into or exchangeable or exercisable for capital stock of the Company pursuant to Sections 1.2 or 3.4; (b) transfer of Shares to a wholly owned subsidiary of a Shareholder, to another Shareholder or to a wholly owned subsidiary of another Shareholder pursuant to Sections 3.1(a) or 3.4; (c) exercise of preemptive rights by a Shareholder pursuant to Section 3.2; and (d) exercise of call rights by the Company or a Shareholder pursuant to Section 3.3 (including pursuant to the two provisos in Section 3.1(b)). Notwithstanding anything to the contrary contained in this Agreement, any such transactions requiring filings with and approvals, or non-disapprovals, from the Indiana Department of Insurance or the Indiana Insurance Commissioner shall not, to the extent within the control of a party hereto, be entered into or consummated unless and until the required filings have been made and the required approvals (or non-disapprovals) have been obtained, and to the extent not within the control of an applicable party hereto, such party shall use best efforts to cause such transactions not to be entered into or consummated unless and until the required filings have been made and the required approvals (or non-disapprovals) have been obtained.

  • Consents, Licenses, Approvals, etc Lender shall have received copies of all consents, licenses and approvals, if any, required in connection with the execution, delivery and performance by Borrower, and the validity and enforceability, of the Loan Documents, and such consents, licenses and approvals shall be in full force and effect.

  • Permits and Approvals The Company and Buyer each agree to cooperate and use their commercially reasonable efforts to obtain, and shall as promptly as practicable prepare all registrations, filings and applications, requests and notices preliminary to, all approvals and Permits that may be necessary or which may be reasonably requested by Buyer to consummate the transactions contemplated by this Agreement.

  • Licenses, Permits and Approvals Seller has not received any written notice, and Seller has no knowledge that the Property fails to comply with all applicable licenses, permits and approvals and federal, state or local statutes, laws, ordinances, rules, regulations, requirements and codes including, without limitation, those regarding zoning, land use, building, fire, health, safety, environmental, subdivision, water quality, sanitation controls and the Americans with Disabilities Act, and similar rules and regulations relating and/or applicable to the ownership, use and operation of the Property as it is now operated. Seller has received all licenses, permits and approvals required or needed for the lawful conduct, occupancy and operation of the business of the Hotel, and each license and permit is in full force and effect, and will be received and in full force and effect as of the Closing. No licenses, permits or approvals necessary for the lawful conduct, occupancy or operation of the business of the Hotel, to Seller’s knowledge requires any approval of a governmental authority for transfer of the Property except as set forth in Exhibit D.

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