Representations of Xxxxxxxxxx EMS Sample Clauses

Representations of Xxxxxxxxxx EMS. Xxxxxxxxxx EMS represents and warrants to Facility as follows: (i) neither Xxxxxxxxxx EMS nor any of its officers, directors, shareholders, principals, employees, agents, subsidiaries, and/or affiliates is currently excluded, debarred, or otherwise ineligible to participate in Federal Health Care Programs, as the same are defined in 42. U.S.C. §1320a-7b(f) (“Federal Health Care Programs”), (ii) Xxxxxxxxxx EMS has not been convicted of a criminal offense related to the provision of health care items or services; and has not been excluded, debarred, or otherwise declared ineligible to participate in Federal Health Care Programs, and (iii) to the best of Xxxxxxxxxx EMS’s knowledge, Xxxxxxxxxx EMS is not under investigation or otherwise aware of any circumstances that may result in Xxxxxxxxxx EMS or any of its officers, directors, shareholders, principals, employees, agents, subsidiaries, and/or affiliates being excluded from participating in the Federal Health Care Programs. This shall be an ongoing representation and warranty during the Term of this Agreement, and Xxxxxxxxxx EMS agrees to immediately notify Facility upon the occurrence of any event that would render the foregoing representations untrue in any material respect. Any breach of the representation and warranty set forth herein shall give Facility the right to immediately terminate this Agreement.
Sample 1
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Related to Representations of Xxxxxxxxxx EMS

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • NOW, THEREFORE the parties hereto agree as follows:

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • Definitions For purposes of this Agreement:

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

  • General All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 2:00 p.m. on the date specified herein. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be.

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

  • Termination This Agreement may be terminated at any time prior to the Closing:

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