Common use of Recent Activities Clause in Contracts

Recent Activities. Since February 28, 2002 and except as set forth on Schedule 3.8: (a) No material damage, destruction or loss (whether or not covered by insurance) has occurred affecting the Assets; (b) Except in the ordinary course of the Hospital Businesses in accordance with existing Hospital personnel policies, Seller has not increased or agreed to increase the compensation payable to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses or agreed to make any bonus that has not been paid or severance payment to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses, and has not employed any additional management personnel in respect of the Hospital Businesses; (c) No labor dispute has occurred that has had or would have a Material Adverse Effect; (d) Seller has not sold, assigned, transferred, distributed or otherwise disposed of any of the Assets, except in the ordinary course of the Hospital Businesses, and it has not sold or factored, or agreed to sell or factor, any Accounts Receivable; (e) No Encumbrance has been imposed on any of the Assets, other than the Permitted Encumbrances; (f) Seller has not canceled or waived any rights in respect of the Assets, except in the ordinary course of the Hospital Businesses and except for settlements of disputes which have not had and will not have a Material Adverse Effect; (g) There has been no change in any accounting method, policy or practice of Seller with respect to the Hospital Businesses; (h) Other than compensation paid in the ordinary course of employment, Seller has not paid any amount to, sold any Assets to, or entered into any Contract with, any officer or director, trustee or governor of Seller; (i) Seller has not paid or agreed to pay to any Person damages, fines, penalties or other amounts in respect of actual or alleged violation of any Legal Requirement; (j) Seller has not instituted any new, terminated, amended or otherwise modified any Employee Benefit Plan or Other Plan, except for amendments required to comply with applicable Legal Requirements; (k) Seller has not entered into or agreed to enter into any transaction outside the ordinary course of the Hospital Businesses that would result in a liability or obligation of Seller in excess of $20,000; and (l) no event or circumstance has occurred which has had or reasonably could be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Vanguard Health Systems Inc)

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Recent Activities. Since February 28December 31, 2002 2009, and except as set forth on Schedule 3.8: (a) No material damage, destruction or loss (whether or not covered by insurance) has occurred affecting the Assets; (b) Except in the ordinary course of the Hospital Businesses in accordance with existing Hospital personnel policiesBusinesses, Seller has not increased or agreed to increase the compensation payable to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses or agreed to make any bonus that has not been paid or severance payment to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses, and has not employed any additional management personnel in respect of the Hospital Businesses; (c) No labor dispute has occurred that has had or would have a Material Adverse Effect;Adverse (d) Seller has not sold, assigned, transferred, distributed or otherwise disposed of any of the Assets, except in the ordinary course of the Hospital Businesses, and it has not sold or factored, or agreed to sell or factor, any Accounts Receivable; (e) No Encumbrance has been imposed on any of the Assets, other than the Permitted Encumbrances; (f) Seller has not canceled or waived any rights in respect of the Assets, except in the ordinary course of the Hospital Businesses and except for settlements of disputes which have not had and will not have a Material Adverse Effect; (g) There has been no change in any accounting method, policy or practice of Seller with respect to the Hospital Businesses; (h) Other than compensation paid in the ordinary course of employment, Seller has not paid any amount to, sold any Assets to, or entered into any Contract with, any officer or directorofficer, trustee or governor member of Seller; (i) Seller has not paid or agreed to pay to any Person damages, fines, penalties or other amounts in respect of actual or alleged violation of any Legal Requirement; (j) Seller has not instituted any new, terminated, amended or otherwise modified any Employee Benefit Plan or Other Plan, Except in the ordinary course of business and except for amendments required to comply with applicable Legal Requirements, Seller has not instituted any new, or terminated, amended or otherwise modified any existing, Seller Employee Benefit Plan; (k) Seller has not entered into or agreed to enter into any transaction outside the ordinary course of the Hospital Businesses that would result in a liability or obligation of Seller in excess of $20,000500,000; and (l) To Seller’s knowledge, no event or circumstance circumstances has occurred which has had had, or reasonably could be expected to have have, a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase and Sale Agreement

Recent Activities. Since February 28Except as described in Schedule 3.08 since June 30, 2002 and except as set forth on Schedule 3.81999: (a) No no material adverse change has occurred in the financial condition, assets, liabilities (contingent or otherwise), working capital reserves, income or prospects of the Hospital Businesses, taken as a whole; (b) no material damage, destruction or loss (whether or not covered by insurance) has occurred affecting the Assets; (bc) Except except in the ordinary course of the Hospital Businesses in accordance with existing Hospital personnel policiespolicies or otherwise disclosed on Schedule 3.18, no Seller or Subsidiary has not increased or agreed to increase the compensation payable to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses or made or agreed to make any bonus that has not been paid or severance payment to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses, and no Seller or Subsidiary has not employed any additional management personnel in respect of the Hospital Businesses; (cd) No no labor dispute dispute, enactment of state or local law, promulgation of state or local regulation, or other event or condition has occurred that has had or would have a Material Adverse Effectmaterially adversely affecting any of the Hospital Businesses; (de) no Seller or Subsidiary has not sold, assigned, transferred, distributed or otherwise disposed of any of the Assets, except in the ordinary course of the Hospital Businesses, and it has not sold or factored, or agreed to sell or factor, any Accounts Receivable; (ef) No no Encumbrance has been imposed on any of the Assets, other than the Permitted Encumbrances; (fg) no Seller or Subsidiary has not canceled or waived any rights in respect of the Assets, except in the ordinary course of the Hospital Businesses and except for settlements of disputes which have not had and will not have a Material Adverse EffectBusinesses; (gh) There there has been no change in any accounting method, policy or practice of any Seller or Subsidiary with respect to the Hospital Businesses; (hi) Other other than compensation paid in the ordinary course of employment, no Seller or Subsidiary has not paid any amount to, sold any Assets to, or entered into any Contract with, any officer or officer, director, trustee trustee, shareholder, partner or governor member of Sellerany Seller or Subsidiary, or any Affiliate of any such Person or of any Seller or Subsidiary; (ij) no Seller or Subsidiary has not paid or agreed to pay to any Person damages, fines, penalties or other amounts in respect of actual or alleged violation of any Legal Requirement; (jk) no Seller or Subsidiary has not instituted any new, terminated, amended or otherwise modified any Employee Benefit Plan or Other Plan, except for amendments required to comply with applicable Legal Requirements;; and (kl) no Seller or Subsidiary has not entered into or agreed to enter into any transaction outside the ordinary course of the Hospital Businesses that would result in which may cause a liability or obligation of Seller in excess of $20,000; and (l) no event or circumstance has occurred which has had or reasonably could be expected to have a Material Adverse Effect10,000.

Appears in 1 contract

Samples: Asset Purchase Agreement (VHS of Phoenix Inc)

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Recent Activities. Since February 28December 31, 2002 2009, and except as set forth on Schedule 3.8: (a) No material damage, destruction or loss (whether or not covered by insurance) has occurred affecting the Assets; (b) Except in the ordinary course of the Hospital Businesses in accordance with existing Hospital personnel policiesBusinesses, Seller has not increased or agreed to increase the compensation payable to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses or agreed to make any bonus that has not been paid or severance payment to any of the employees or (to Seller’s knowledge, to) agents of the Hospital Businesses, and has not employed any additional management personnel in respect of the Hospital Businesses; (c) No labor dispute has occurred that has had or would have a Material Adverse Effect; (d) Seller has not sold, assigned, transferred, distributed or otherwise disposed of any of the Assets, except in the ordinary course of the Hospital Businesses, and it has not sold or factored, or agreed to sell or factor, any Accounts Receivable; (e) No Encumbrance has been imposed on any of the Assets, other than the Permitted Encumbrances; (f) Seller has not canceled or waived any rights in respect of the Assets, except in the ordinary course of the Hospital Businesses and except for settlements of disputes which have not had and will not have a Material Adverse Effect; (g) There has been no change in any accounting method, policy or practice of Seller with respect to the Hospital Businesses; (h) Other than compensation paid in the ordinary course of employment, Seller has not paid any amount to, sold any Assets to, or entered into any Contract with, any officer or directorofficer, trustee or governor member of Seller; (i) Seller has not paid or agreed to pay to any Person damages, fines, penalties or other amounts in respect of actual or alleged violation of any Legal Requirement; (j) Seller has not instituted any new, terminated, amended or otherwise modified any Employee Benefit Plan or Other Plan, Except in the ordinary course of business and except for amendments required to comply with applicable Legal Requirements, Seller has not instituted any new, or terminated, amended or otherwise modified any existing, Seller Employee Benefit Plan; (k) Seller has not entered into or agreed to enter into any transaction outside the ordinary course of the Hospital Businesses that would result in a liability or obligation of Seller in excess of $20,000500,000; and (l) To Seller’s knowledge, no event or circumstance circumstances has occurred which has had had, or reasonably could be expected to have have, a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Vanguard Health Systems Inc)

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