Third Party Payor Cost Reports Clause Samples

Third Party Payor Cost Reports. The Sellers have duly filed all required cost reports for all the fiscal years through and including the fiscal year ended December 31, 2002. All of such cost reports accurately reflect the information required to be included thereon and such cost reports do not claim and neither the Facilities nor the Sellers have received reimbursement in any amount in excess of the amounts provided by law or any applicable agreement. Schedule 3.23 indicates which of such cost reports have not been audited and finally settled and a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved claims or disputes in respect of such cost reports. Sellers have established adequate reserves to cover any potential reimbursement obligations that a Seller may have in respect of any such third party cost reports, and such reserves are set forth in the Financial Statements.

Third Party Payor Cost Reports. Each Seller Entity has duly filed all required cost reports for all the fiscal years through and including the fiscal year specified on Schedule 3.20. All of such cost reports accurately reflect in all material respects the information required to be included thereon and such cost reports do not claim and neither the Facilities nor the Seller Entities have received reimbursement in any amount in excess of the amounts provided by law or any applicable agreement. True and complete copies of all such cost reports for the three (3) most recent fiscal years of the Seller Entities have been made available to the Buyer. Schedule 3.20 indicates which of such cost reports have not been audited and finally settled and a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved inquiries, claims or disputes in respect of such cost reports. The Seller Entities have established adequate reserves to cover any potential reimbursement liabilities that the Seller Entities may have under such cost reports and such reserves are accurately set forth in the Seller Entities’ Financial Statements.

Third Party Payor Cost Reports. Each Seller Entity has duly filed all required cost reports for all the fiscal years through and including the fiscal year specified in Schedule 3.20. All of such cost reports accurately reflect in all material respects the information required to be included thereon and such cost reports do not claim, and neither the Facilities nor the Seller Entities have received, reimbursement in any amount in excess of the amounts provided by law or any applicable agreement. Schedule 3.20 indicates which of such cost reports have not been audited and finally settled and a brief description of any notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved inquiries, claims or disputes in respect of such cost reports. The Seller Entities have established adequate reserves to cover any potential reimbursement liabilities that the Seller Entities may have under such cost reports and such reserves are set forth in the Seller Entities’ Financial Statements.

Third Party Payor Cost Reports. Each Acquired Entity duly filed in a timely manner all required cost reports for all the fiscal years through and including the fiscal year ended December 31, 2003. The required cost reports for the fiscal year ended December 31, 2004 will be filed on or before their due date, including any extensions thereof. Except as set forth on Schedule 3.29, all of the cost reports filed by each Acquired Entity accurately reflect in the information required to be included thereon and do not claim, and no Acquired Entity has received, reimbursement in any amount in excess of the amounts allowed by applicable Law or any applicable agreement, except where the receipt of such reimbursement would not reasonably be expected to result in a Material Adverse Effect. Schedule 3.29 attached hereto accurately indicates which cost reports have not been audited and finally settled and a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, and any and all other unresolved claims or disputes in respect of the cost reports. Except as set forth on Schedule 3.29 and to the Knowledge of Seller, there are no facts or circumstances which give rise to any disallowance under any such cost reports which would reasonably be expected to result in a Material Adverse Effect.

Third Party Payor Cost Reports. Prior to the Closing, Seller shall have duly filed in a timely manner all required “home office” cost reports for the fiscal year ended December 31, 2005, and each Acquired Entity shall have duly filed in a timely manner all required cost reports for the fiscal year ended December 31, 2005.

Third Party Payor Cost Reports. Sellers have timely filed all required Sellers Cost Reports for all fiscal years through and including the fiscal year ended June 30, 2010, and copies of all Sellers Cost Reports filed by or on behalf of Sellers since 2008 have been provided to Buyers. All Sellers Cost Reports accurately reflect the information required to be included therein, and such Cost Reports do not claim, and neither Sellers nor the Facilities have received, reimbursement in any amount in excess of the amounts allowed by Law or any applicable agreement. To Sellers’ knowledge, there are no facts or circumstances that would give rise to any material change in allowed costs under Sellers Cost Reports. Schedule 4.12 indicates which Sellers Cost Reports have not been audited and finally settled and includes a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved claims or disputes in respect of Sellers Cost Reports. Sellers have established adequate reserves to cover any potential reimbursement obligations that Sellers may have in respect of Sellers Cost Reports, and such reserves are accurately set forth in the Historical Financial Information.

Third Party Payor Cost Reports. The Partnership has duly filed all required cost reports for all the fiscal years through and including the fiscal year specified on Schedule 3.21. All of such cost reports accurately reflect in all material respects the information required to be included thereon and such cost reports do not claim and the Hospital and the Partnership have not received reimbursement in any amount in excess of the amounts provided by law or any applicable agreement. Schedule 3.21 indicates which of such cost reports have not been audited and finally settled and a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved inquiries, claims or disputes in respect of such cost reports. The Partnership has established adequate reserves to cover any potential reimbursement liabilities that the Partnership may have under such cost reports and such reserves are set forth in the Financial Statements.

Third Party Payor Cost Reports. Seller Group and the Facilities have timely filed all required cost reports for all the fiscal years through and including the fiscal year ended June 30, 2012. Except as set forth on Schedule 4.21, all of the Seller Group Cost Reports accurately reflect the information required to be included thereon and do not claim, and Seller Group has not received, reimbursement in any amount in excess of the amounts allowed by applicable Legal Requirements or any applicable agreement. Schedule 4.21 indicates which cost reports have not been audited and finally settled and includes a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved claims or disputes in respect of Seller Group’s and the Facilities’ cost reports. Copies of all cost reports filed by or on behalf of Seller Group and the Facilities since July 1, 2009, together with all material correspondence with respect thereto, have been provided to Buyer.

Third Party Payor Cost Reports. Seller has duly filed all required cost reports for all the fiscal years through and including fiscal year [2011]. All of such cost reports accurately reflect the information required to be included thereon and such cost reports do not claim and neither the Hospital nor ▇▇▇▇▇▇ has received reimbursement in any amount in excess of the amounts provided by Law or any applicable agreement. Seller has previously disclosed to Buyer which of such cost reports have not been audited and finally settled and a brief description of any and all notices of program reimbursement, proposed or pending audit adjustments, disallowances, appeals of disallowances, and any and all other unresolved claims or disputes in respect of such cost reports. Seller has established adequate reserves to cover any potential reimbursement obligations that Seller may have in respect of any such third party cost reports, and such reserves are set forth in the Financial Statements. Except as set forth on Schedule 4.25 and to the Knowledge of Seller, there are no facts or circumstance that may reasonably be expected to give rise to any material disallowance under any such cost report.