SEC Filings

AMSURG CORP filed this Form 10-12G on 03/11/1997
Entire Document
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to be issued to such Persons as designated by Borrower on Borrower's account.
In connection with the issuance of each Letter of Credit, the Borrower shall
execute in favor of Lender an application and agreement for issuance of a
letter of credit in form and substance required by Lender, and the Borrower
shall pay to Lender a fee in an amount equal to one and one-half percent (1
1/2%) of the face amount of the Letter of Credit issued by Lender. The issuance
by Lender of a Letter of Credit shall reduce the available amount to be
advanced by Lender under the Revolving Credit Note by an amount equal to the
face amount of the Letter of Credit for so long as such Letter of Credit
remains outstanding. In the event that the Lender is required to pay to any
Person the proceeds (partial or in full) of a Letter of Credit, the Borrower
agrees to pay to Lender immediately on demand by Lender an amount equal to the
proceeds paid by Lender to such Person, plus interest from the date of such
payment until the date of payment by Borrower at an amount equal to the Base
Rate.  Letters of Credit issued by Lender shall not be issued for a time period
in excess of twelve (12) months. The Lender shall have no obligation to issue
Letters of Credit on or after June 25, 1998.

         Section 2.12  Right of Offset, Etc.  The Borrower hereby agrees that,
in addition to (and without limitation of) any right of set-off, banker's lien
or counterclaim the Lender may otherwise have, the Lender shall be entitled, at
its option, to offset balances held by it at any of its offices against any
principal of or interest on the Obligations hereunder which is not paid within
fifteen (15) days after such payment is due to the Lender, and in the event the
Lender does offset against such balances, it shall promptly notify the Borrower,
provided that its failure to give such notice shall not affect the validity

         Section 2.13  Usury. The parties to this Agreement intend to conform
strictly to applicable usury laws as presently in effect. Accordingly, if the
transactions contemplated hereby would be usurious under applicable law
(including the laws of the United States of America and the State of Tennessee),
then, in that event, notwithstanding anything to the contrary in any Loan
Document or agreement executed in connection with or as security for the
Obligations, Borrower and Lender agree as follows: (i) the aggregate of all
consideration that constitutes interest under applicable law which is contracted
for, charged, or received under any of the Loan Documents or agreements, or
otherwise in connection with the Obligations, shall under no circumstance exceed
the maximum lawful rate of interest permitted by applicable law, and any excess
shall be credited on the Obligations by the holder thereof (or, if the
Obligations shall have been paid in full, refunded to Borrower); and (ii) in the
event that the maturity of the Obligations is accelerated by reason of an
election of the holder resulting from any Event of Default under this Agreement
or otherwise, or in the event of any required or permitted prepayment, then such
consideration that constitutes interest may never include