Healthcare Liabilities definition

Healthcare Liabilities means: (i) any and all Liabilities that are expressly contemplated by this Agreement or any Ancillary Agreement (or the Schedules hereto or thereto, including Schedule 1.1(116)(i) hereto) as Liabilities to be Assumed by any member of the Healthcare Group, and all obligations and Liabilities expressly Assumed by any member of the Healthcare Group under this Agreement or any of the Ancillary Agreements; (ii) any and all Liabilities primarily relating to, arising out of or resulting from: (A) the operation or conduct of the Healthcare Business, as conducted at any time prior to, on or after the Effective Time (including any Liability relating to, arising out of or resulting from any act or failure to act by any director, officer, employee, agent or representative (whether or not such act or failure to act is or was within such Person’s authority)); (B) the operation or conduct of any business conducted by any member of the Healthcare Group at any time after the Effective Time (including any Liability relating to, arising out of or resulting from any act or failure to act by any director, officer, employee, agent or representative (whether or not such act or failure to act is or was within such Person’s authority)); or (C) any Healthcare Assets, whether arising before, on or after the Effective Time; (iii) any Liabilities to the extent relating to, arising out of or resulting from any terminated or divested Business Entity, business or operation (A) formerly and primarily owned or managed by or associated with any member of the Healthcare Group or any Healthcare Business or (B) set forth on Schedule 1.1(116)(iii); (iv) the Applicable Healthcare Percentage of any Assumed Tyco Contingent Liability; (v) any Liabilities relating to any Healthcare Employee or Former Healthcare Employee in respect of the period prior to, on or after the Effective Time; (vi) any Liabilities relating to, arising out of or resulting from any indebtedness (including debt securities and asset-backed debt) of any member of the Healthcare Group or indebtedness (regardless of the issuer of such indebtedness) exclusively relating to the Healthcare Business or any indebtedness (regardless of the issuer of such indebtedness) secured exclusively by any of the Healthcare Assets (including any Liabilities relating to, arising out of or resulting from a claim by a holder of any such indebtedness, in its capacity as such); (vii) Specified Shared Expenses to the extent provided in Section 5.5; and (...
Healthcare Liabilities all Liabilities imposed on or incurred by any Group Member as a result of, or related to, any claim, suit, action, audit, investigation, proceeding or demand by any Person, whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law or otherwise, arising under any Health Care Law, whether on, prior to or after the date hereof.
Healthcare Liabilities means: (i) any and all Liabilities that are expressly contemplated by this Agreement or any Ancillary Agreement (or the Schedules hereto or thereto, including Schedule 1.1(112)(i) hereto) as Liabilities to be Assumed by any member of the Healthcare Group, and all obligations and Liabilities expressly Assumed by any member of the Healthcare Group under this Agreement or any of the Ancillary Agreements; (ii) any and all Liabilities primarily relating to, arising out of or resulting from:

Examples of Healthcare Liabilities in a sentence

  • Except as otherwise provided in Section 11.3, Insurance Proceeds received with respect to suits, occurrences, claims, costs and expenses covered under the Shared Policies shall be paid to Tyco with respect to Tyco Retained Liabilities, to Healthcare with respect to Healthcare Liabilities, and to Electronics with respect to Electronics Liabilities.

  • Healthcare shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the subject matter of any claims constituting Healthcare Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Healthcare, whether or not the Privileged Information is in the possession of Healthcare or under the control of LTC or Healthcare.

  • The development plan is a record for the line manager and the jobholder to refer to during the reviewing year.

  • Except as set forth in the Administrative Services Agreement, the Tax Sharing Agreement or the other Related Agreements, effective as of and after the Distribution Date, (a) Healthcare shall assume, pay, perform and discharge in due course all of the Healthcare Liabilities, and (b) LTC shall pay, perform and discharge in due course all of the LTC Retained Liabilities.

  • By: ______________________ Name: ______________________ Title: ______________________ Schedule 1.01(a): LTC Shares Schedule 1.01(b): LTC Real Estate Assets Schedule 1.01(c): Healthcare Liabilities Schedule 1.01(d): Healthcare Board SCHEDULE 1.01(a) LTC SHARES 30,847 shares of common stock of Assisted Living Concepts, Inc.

  • Each Loan Party and each of its Subsidiaries is, and at all times during the four calendar years immediately preceding the Closing Date has been, in compliance with all Health Care Laws applicable to it, its assets, business or operations, except for any non-compliance that could not reasonably be expected to result in Material Healthcare Liabilities.

  • To the knowledge of any Loan Party, no condition exists or event has occurred within the last four years which, in itself or with the giving of notice or lapse of time or both, has resulted or could reasonably be expected to result in the suspension, revocation, termination, restriction, limitation, modification or non-renewal of any Regulatory Permit, except where the failure to have a Regulatory Permit could not reasonably be expected to result in Material Healthcare Liabilities.

  • There currently exist no restrictions, deficiencies, required plans of correction or other remedial measures with respect to any Regulatory Permit of any Loan Party or any Subsidiary of any Loan Party, in each case except as would not reasonably be expected to result in Material Healthcare Liabilities.

  • All such Regulatory Permits are, and at all times during the four calendar years immediately preceding the Closing Date have been, in full force and effect and there is and has been no default under, violation of, or other noncompliance with the terms and conditions thereof, except where the failure to have a Regulatory Permit could not reasonably be expected to result in Material Healthcare Liabilities.

  • There currently exist no restrictions, deficiencies, required plans of correction or other such remedial measures with respect to any Regulatory Permit of any Loan Party or any Subsidiary of any Loan Party except where any such remedial measures or the failure to have a Regulatory Permit could not reasonably be expected to result in Material Healthcare Liabilities.


More Definitions of Healthcare Liabilities

Healthcare Liabilities means:
Healthcare Liabilities means all of HC's liabilities, debts, obligations, whether accrued, direct or indirect, fixed, contingent, or otherwise, known or unknown, existing immediately following the Closing, except for the Healthcare Excluded Liabilities. The Healthcare Liabilities shall include, but not be limited to, the following:
Healthcare Liabilities means liabilities of the Healthcare Business, as described in Schedule 1.44.
Healthcare Liabilities means all Liabilities imposed on or incurred by Holdings or any of its Subsidiaries as a result of, or related to, any claim, suit, action, audit, investigation or proceeding by any Person, whether based in contract, tort, implied or express warranty, strict liability, criminal or civil statute or common law or otherwise, directly arising under any Health Care Law.
Healthcare Liabilities means all of HC's liabilities, debts, obligations, whether accrued, direct or indirect, fixed, contingent, or otherwise, known or unknown, existing immediately following the Closing, except for the Healthcare Excluded Liabilities. The Healthcare Liabilities shall include, but not be limited to, the following: 1.36.1. Payables, including short term bank credit; 1.36.2. Bank loans; 1.36.3. Accrued severance pay;
Healthcare Liabilities shall have the meaning assigned to each of them as set forth in the Separation and Distribution Agreement.

Related to Healthcare Liabilities

  • Employee Liabilities means all claims, actions, proceedings, orders, demands, complaints, investigations (save for any claims for personal injury which are covered by insurance) and any award, compensation, damages, tribunal awards, fine, loss, order, penalty, disbursement, payment made by way of settlement and costs, expenses and legal costs reasonably incurred in connection with a claim or investigation including in relation to the following: redundancy payments including contractual or enhanced redundancy costs, termination costs and notice payments; unfair, wrongful or constructive dismissal compensation; compensation for discrimination on grounds of sex, race, disability, age, religion or belief, gender reassignment, marriage or civil partnership, pregnancy and maternity or sexual orientation or claims for equal pay; compensation for less favourable treatment of part-time workers or fixed term employees; outstanding debts and unlawful deduction of wages including any PAYE and National Insurance Contributions in relation to payments made by the Customer or the Replacement Supplier to a Transferring Supplier Employee which would have been payable by the Supplier or the Sub-Contractor if such payment should have been made prior to the Service Transfer Date; claims whether in tort, contract or statute or otherwise; any investigation by the Equality and Human Rights Commission or other enforcement, regulatory or supervisory body and of implementing any requirements which may arise from such investigation;

  • Eligible Liabilities and “Special Deposits” have the meanings given to them from time to time under or pursuant to the Bank of England Act 1998 or (as may be appropriate) by the Bank of England;

  • MREL Eligible Liabilities means “eligible liabilities” (or any equivalent or successor term) which are available to meet any MREL Requirement (however called or defined by then Applicable MREL Regulations) of the Issuer under Applicable MREL Regulations;

  • Excluded Liabilities has the meaning set forth in Section 2.4.

  • Healthcare Facility means that portion of the Project operated on the Land as a Nursing Home, Intermediate Care Facility, Board and Care Home, Assisted Living Facility and/or any other healthcare facility authorized to receive insured mortgage financing pursuant to Section 232 of the National Housing Act, as amended, including any commercial space included in the facility.

  • Healthcare Professional means any member of the medical, dental, pharmacy or nursing professions or any other person who in the course of his or her professional activities may prescribe, recommend, purchase, supply, or administer a pharmaceutical product.

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Healthcare provider means a healthcare practitioner, person, or facility licensed, authorized, certified, registered, or regulated under title 33, title 63, title 68, federal law or order, or an executive order of the governor, including but not limited to any employees, agents, or contractors of such a practitioner, person, or facility, and residents, interns, students, fellows, or volunteers of an accredited school or of such school's affiliated teaching or training hospitals or programs in this state;

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.

  • COVERED HEALTHCARE SERVICES means any service, treatment, procedure, facility, equipment, drug, device, or supply that we have reviewed and determined is eligible for reimbursement under this plan.

  • Health care expenses means, for purposes of Section 14, expenses of health maintenance organizations associated with the delivery of health care services, which expenses are analogous to incurred losses of insurers.

  • Nursing Care Plan means a plan of care developed by a nurse that describes the medical, nursing, psychosocial, and other needs of a child and how those needs shall be met. The Nursing Care Plan includes which tasks shall be taught, assigned, or delegated to the qualified provider or family.

  • Healthcare services means all inpatient services (i.e., acute-care diagnostic and therapeutic inpatient hospital services), outpatient services (i.e., acute-care diagnostic and therapeutic outpatient services, including but not limited to ambulatory surgery and radiology services), and professional services (i.e., medical services provided by physicians or other licensed medical professionals) to the extent offered by Defendant and within the scope of services covered on an in-network basis pursuant to a contract between Defendant and an Insurer. “Healthcare Services” does not mean management of patient care, such as through population health programs or employee or group wellness programs.

  • Environmental, Health and Safety Liabilities means any cost, damages, expense, liability, obligation or other responsibility arising from or under any Environmental Law.

  • Environmental Costs and Liabilities means any and all losses, liabilities, obligations, damages, fines, penalties, judgments, actions, claims, costs and expenses (including, without limitation, fees, disbursements and expenses of legal counsel, experts, engineers and consultants and the costs of investigation and feasibility studies and remedial activities) arising from or under any Environmental Law or order or contract with any Governmental Authority or any other Person.

  • Eligible next Michigan business means that term as defined in section 3 of the Michigan economic growth authority act, 1995 PA 24, MCL 207.803.

  • Product Liabilities means all claims, Liabilities and Proceedings related to or arising from actual or alleged harm, injury, damage or death to persons, animals, property or business, irrespective of the legal theory asserted, and resulting from or alleged to result from the use, sale or manufacture of the Products.

  • Health Care Operations shall have the meaning given to such term under the HIPAA 2 Privacy Rule in 45 CFR § 164.501.

  • Skilled Nursing Care means that level of care which:

  • Employment Liabilities means all claims, demands, actions, proceedings, damages, compensation, tribunal awards, fines, costs (including but not limited to reasonable legal costs), expenses and all other liabilities whatsoever;

  • Assumed Environmental Liabilities has the meaning specified in Section 7.4.

  • Retained Environmental Liabilities means all Environmental Liabilities of Seller or its Affiliates arising out of or relating to operations or activities that are not primarily related to the Business, whether arising or related to the period before or after Closing.

  • Home health aide services means the personal care and maintenance activities provided to individuals for the purpose of promoting normal standards of health and hygiene.

  • Nursing home-type patients means a patient who has been in hospital more than 35 days, no longer requires acute hospital care, cannot live independently at home or be looked after at home, and either cannot be placed in a nursing home or a nursing home place is not available.

  • Healthcare Laws has the meaning provided in Section 5.19(a).