(e) other investments not to exceed $500,000.
Section 7.04 Dividends, Distributions, and Redemptions; Issuance of
Stock. Permit Borrower to declare or pay any dividend; nor permit any Subsidiary
to declare or pay any dividend to any Person other than Borrower or another
Subsidiary. Permit Borrower or any Subsidiary to redeem any of its stock or
return capital to shareholders except through existing shareholder agreements
and future shareholder agreements with (i) Persons who are members in an LLC or
who are partners in a Partnership formed subsequent to the Closing Date that
acquire Voting Stock of Borrower, (ii) physicians or physician groups that are
affiliated with the partners in a Partnership or are affiliated with the members
in an LLC formed subsequent to the Closing Date; and (iii) physicians and
physician groups that enter into a business relationship with the Borrower or a
Subsidiary after the Closing Date regarding the development, operation, or
investment in an ambulatory surgery center.
Section 7.05 Nature of Business. (a) Suffer any material change to be
made in the character of its business as carried on at the Closing Date; or (b)
permit the Borrower to own less than 51% of the Voting Stock of any incorporated
Subsidiary; or (c) permit the Borrower or a subsidiary of Borrower to own less
than 51% of the controlling ownership interest of any Partnership or LLC.
Section 7.06 Further Acquisitions, Mergers, Etc. (i) Permit Borrower
to merge or consolidate with any other Person, except under conditions in which
the Borrower is the surviving entity and such merger or consolidation does not
cause the Borrower to be in violation of this Agreement; or (ii) permit any
Subsidiary to merge or consolidate with any Person other than the Borrower or
any other Subsidiary; or (iii) permit the Borrower, any Subsidiary, LLC, or
Partnership to dispose of substantially all of their respective Properties.
Section 7.07 Proceeds of Loan. Permit the proceeds of the Advances to
be used for any purpose other than those permitted under this Agreement.
Section 7.08 Sale or Discount of Receivables. Except to minimize
losses on bona fide debts previously contracted, discount or sell with recourse,
or sell for less than the greater of the face or market value thereof, any of
its notes receivable or Accounts.
Section 7.09 Disposition of Assets. Dispose of any of its assets
having a material value other than in the ordinary course of its present
business upon terms standard in Borrower's industry.
Section 7.10 Partnership Notes or LLC Notes. Forgive, cancel, amend,
alter, or seek to transfer any Partnership Notes or LLC Notes.