"Fiscal Quarter" means each of the quarters of the Fiscal Year ending
on March 31st, June 30th, September 30th, and December 31st.
"Fiscal Year" or "Annually" means any twelve-month accounting period
ending December 31st.
"Funded Debt" means all Debt resulting from loans made to Borrower by
banks, savings and loan associations, and financial institutions, all purchase
money mortgages, all conditional sales contracts, all title retention
agreements, and all current maturities of Debt not otherwise specified herein.
"GAAP" means generally accepted accounting principles.
"Indebtedness" means any and all amounts and liabilities owing or to
be owing by Borrower to Lender from time to time whether now existing or
hereafter incurred, and whether in connection with this Agreement or otherwise,
including any amendments hereof, or in connection with loans, participation
interests, drafts, notes, banker's acceptances, letters of credit, guarantees,
or overdrafts of checking or savings accounts of Borrower maintained with
"Initial Notice of Interest Rate Election" means the notice required
by Section 2.06(a) herein, which notice shall be in the form of Exhibit A
hereto or in another form approved by Lender.
"Interest Expense" means any and all payments, cash or in-kind, made
or accrued on account of interest obligations incurred, arising under or out of
any Debt of the Borrower (on a consolidated basis), including but not limited
to promissory notes issued to evidence such interest payments and including the
component of amounts payable under capital leases attributable to interest, and
excluding any non-cash items other than notes issued to evidence such interest
payments and the component of amounts payable under capital leases attributable
"LLC" means any limited liability company validly formed under the law
of any State for the purpose of making an Acquisition or a Physician Practice
Acquisition, or for the purpose of developing a Project and in which the
Borrower retains a majority ownership interest.
"LLC Note" means a promissory note issued by an LLC to the order of
Borrower and evidencing a loan by Borrower to such LLC of monies initially
advanced by Lender to Borrower under the Revolving Credit Note, which loan is
made for the purpose of developing a Project in which the Borrower retains a
majority ownership interest.
"LLC Note Collateral" means any property, collateral, or assets
securing repayment of an LLC Note.