Adverse Matters Clause Samples

Adverse Matters. The Borrower will promptly notify the Lender in writing of (a) any condition, event or act that comes to its attention that is reasonably likely to have a Material Adverse Effect; or (b) the occurrence of any Default or Event of Default.

Adverse Matters. Notwithstanding anything to the contrary in this Agreement, the Members hereby agree that with respect to any dispute, claim, litigation, arbitration, mediation or similar adverse action or proceeding between or involving the Company or any of its Subsidiaries, on the one hand, and any Member or any Affiliate of any Member, on the other hand, the Company shall act at the direction of a majority of the Board of Managers excluding for such purpose all Managers nominated by or otherwise Affiliated with such Member or its Affiliate.

Adverse Matters. The Board shall not, however, be required to pay any costs of any legal representation in the event the Board and the Superintendent are adverse parties in any termination proceedings.

Adverse Matters. No Tenant nor (to Tenant's knowledge) any Tenant Parties have been disqualified from participating in either the Medicare or Medicaid programs. Without limitation of the foregoing, no Tenant nor (to Tenant's knowledge) any of their respective officers, directors, members or managing employees or other contractors, subcontractors, employees or agents has engaged in any activities that are prohibited under criminal law, or are cause for civil penalties or mandatory or permissive exclusion from any Third Party Payor Program or any governmental health care program. There is no, and there shall continue to be no, to Tenant's knowledge threatened, existing or pending revocation, suspension, termination, probation, restriction, limitation or non-renewal affecting any Tenant or any Facility with regard to participation in any Third Party Payor Program or the applicable Authorizations to which any Tenant or Facility presently or at any time hereafter is/are subject.

Adverse Matters. Seller is not aware of any material adverse facts or information concerning the Property which would be relevant to Buyer with respect to ▇▇▇▇▇’s determination to acquire the Property. Seller affirms that the foregoing representations and warranties are each true and correct as of the Effective Date and shall be true and correct (and shall be deemed restated by Seller) as of Closing, subject to the limitations on survival in Section 21 below.

Adverse Matters. There are no matters affecting the Singapore Property (other than any referred to in the Singapore Lease) which are protected by registration against any owner in the relevant land registry in Singapore.

Adverse Matters. No Guarantor, no Tenant nor, to Tenant’s knowledge, any of their respective representatives, officers, directors, members, contractors, subcontractors, agents, employees or Affiliates have been disqualified from participating in either the Medicare or Medicaid programs or in any other Third Party Payor Program. Without limitation of the foregoing, no Guarantor, no Tenant nor, to Tenant’s knowledge, any of their respective officers, directors, members or managing employees or other contractors, subcontractors, employees, agents or Affiliates have engaged in any activities that are prohibited under criminal law, or are cause for civil penalties or mandatory or permissive exclusion from Medicare, Medicaid, or any other Third Party Payor Program. There is no, and there shall continue to be no, threatened, existing or pending revocation, suspension, termination, probation, restriction, limitation or non-renewal affecting any Tenant or any Facility with regard to participation in Medicare, Medicaid or any other Third Party Payor Programs or the applicable Authorizations to which any Tenant or Facility presently or at any time hereafter is/are subject.

Adverse Matters. The Seller has determined the Property may be subject to the following potential or existing title issues, liabilities, claims or responsibilities (“Adverse Matters”): A. Secure all property/structure openings B. Remove all trash, debris, high grass and weeds from premises, including but not limited to: abutting sidewalks, gutters, and alleys within five (5) business days of the issue date on this notice and notify inspector when this is completed. Keep premises in clean and sanitary condition at all times. C. Rehabilitate or raze building, within 30 days, after securing approval from the building official. The Housing Code Official for your area may extend the time within which to comply with any item on this notice. D. Obtain an occupancy permit before using or occupying the property.

Adverse Matters. The Borrower will promptly give written notice to the Lender of the occurrence of the following: