OR APPEALS
PENDING WITH RESPECT TO THE HEALTHCARE FACILITIES OR ANY BORROWER.
(E)
NO VIOLATION OF HEALTHCARE LAWS.
(I)
NONE OF THE HEALTHCARE FACILITIES OR ANY
BORROWER IS IN VIOLATION OF ANY HEALTHCARE LAWS, EXCEPT WHERE ANY SUCH VIOLATION
COULD NOT REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT.
(II)
EACH BORROWER IS IN COMPLIANCE WITH HIPAA.
(III)
NO HEALTHCARE FACILITY OR BORROWER HAS
RECEIVED A STATEMENT OF DEFICIENCIES OR SURVEY VIOLATION OR ANY OTHER
CORRESPONDENCE THAT SETS FORTH ANY FINE OR PENALTY OR RESTRICTION OR LIMITATION
ON ANY BORROWER'S PARTICIPATION IN MEDICARE, MEDICAID OR OTHER THIRD PARTY PAYOR
PROGRAMS, WITHIN THE PAST THREE YEARS FOR WHICH A PLAN OF CORRECTION HAS NOT
BEEN FILED WITH THE APPLICABLE STATE AUTHORITY.
NO HEALTHCARE FACILITY OR
BORROWER IS CURRENTLY SUBJECT TO ANY PLAN OF CORRECTION THAT HAS NOT BEEN
ACCEPTED BY OR IS CURRENTLY THE SUBJECT OF A REVIEW BY THE APPLICABLE STATE
AUTHORITY.
NO BORROWER HAS RECEIVED NOTICE OF ANY CHARGES OF PATIENT ABUSE.
(F)
PROCEEDINGS. NO BORROWER OR HEALTHCARE
FACILITY IS SUBJECT TO ANY PROCEEDING, SUIT OR, TO BORROWERS' KNOWLEDGE,
INVESTIGATION BY ANY FEDERAL, STATE OR LOCAL GOVERNMENT OR QUASI-GOVERNMENTAL
BODY, AGENCY, BOARD OR AUTHORITY OR ANY OTHER ADMINISTRATIVE OR INVESTIGATIVE
BODY (INCLUDING THE OFFICE OF THE INSPECTOR GENERAL OF THE UNITED STATES
DEPARTMENT OF HEALTH AND HUMAN SERVICES):
(I) WHICH MAY RESULT IN THE
IMPOSITION OF A FINE, ALTERNATIVE, INTERIM OR FINAL SANCTION, A LOWER
REIMBURSEMENT RATE FOR SERVICES RENDERED TO ELIGIBLE PATIENTS WHICH HAS NOT BEEN
PROVIDED FOR ON THEIR RESPECTIVE FINANCIAL STATEMENTS, OR WHICH COULD REASONABLY
BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON ANY BORROWER OR BORROWERS OR
THE OPERATION OF ANY INDIVIDUAL HEALTHCARE FACILITY; (II) WHICH COULD REASONABLY
BE EXPECTED TO RESULT IN THE REVOCATION, TRANSFER, SURRENDER, SUSPENSION OR
OTHER IMPAIRMENT OF THE OPERATING CERTIFICATE PROVIDER AGREEMENT OR PERMITS OF
ANY BORROWER OR ANY HEALTHCARE FACILITY; (III) WHICH PERTAINS TO ANY STATE OR
FEDERAL MEDICARE OR MEDICAID COST REPORTS OR CLAIMS FILED BY ANY BORROWER
(INCLUDING, BUT NOT LIMITED TO, ANY REIMBURSEMENT AUDITS), OR ANY DISALLOWANCE
BY ANY COMMISSION, BOARD OR AGENCY IN CONNECTION WITH ANY AUDIT OF SUCH COST
REPORTS; OR (IV) WHICH PERTAINS TO OR REQUESTS ANY VOLUNTARY DISCLOSURE
PERTAINING TO A POTENTIAL OVERPAYMENT MATTER INVOLVING THE SUBMISSION OF CLAIMS
TO SUCH PAYOR BY ANY BORROWER.
(G)
FRAUD & ABUSE.
(I)
NO BORROWER HAS, OR TO ITS KNOWLEDGE HAS
BEEN THREATENED TO HAVE, AND NO OFFICER, MANAGER, OR EMPLOYEE OF ANY BORROWER
AND, TO BORROWERS' KNOWLEDGE, NO PERSON WITH A "DIRECT OR INDIRECT OWNERSHIP
INTEREST" (AS THAT PHRASE IS DEFINED IN 42 C.F.R. §420.201) OF 5% OR MORE OF THE
EQUITY SECURITIES OF CLARIENT, HAS, ENGAGED IN ANY OF THE FOLLOWING:
(A) KNOWINGLY AND WILLFULLY MAKING OR CAUSING TO BE MADE A FALSE STATEMENT OR
REPRESENTATION OF A MATERIAL FACT IN ANY APPLICATION FOR ANY BENEFIT OR PAYMENT
UNDER ANY HEALTHCARE LAWS; (B) KNOWINGLY AND WILLFULLY MAKING OR CAUSING TO BE
MADE ANY FALSE STATEMENT OR REPRESENTATION OF A MATERIAL
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