SEC Filings

10-12G/A
AMSURG CORP filed this Form 10-12G/A on 05/09/1997
Entire Document
 
<PAGE>   23



                  8I. PATENTS, ETC. All patents, trademarks, service marks,
trade names, licenses, franchises or other rights (collectively, "Intangible
Rights") owned or held by the Company and its Subsidiaries that are material to
the business of the Company and its Subsidiaries are described on SCHEDULE 8I
hereto. All such Intangible Rights are free and clear of any Lien. Nothing has
come to the attention of the Company and its Subsidiaries to the effect that (i)
any activity in operating the business of the Company and its Subsidiaries as
presently conducted or as proposed to be conducted may infringe any patent,
trademark, service mark, trade name, copyright, permit, license, franchise or
other right owned by any other Person, (ii) there is pending or threatened any
claim or litigation against or affecting the Company or any of its Subsidiaries
contesting its right to carry on such activities or (iii) there is, or there is
pending or proposed, any statute, law, rule, regulation, standard or code which
would prevent or inhibit, or substantially reduce the projected revenues of, or
otherwise adversely affect the business, condition (financial or other), or
operations of, the Company or any of its Subsidiaries, other than any statute,
law, rule, regulation, standard or code which would be applicable to all
companies or other businesses conducting business in the applicable
jurisdiction.

                  8J. PRIVATE OFFERING. Neither the Company nor anyone acting on
behalf of the Company has, directly or indirectly, offered any of the Preferred
Stock or any similar security of the Company, and neither the Company nor any
agent acting on its behalf has taken or will take any action which would subject
the issuance or sale of any of the Preferred Stock to the provisions of section
5 of the Securities Act or to the provisions of any securities or Blue Sky law
of any applicable jurisdiction.

                  8K. BROKER'S OR FINDER'S COMMISSIONS; TRANSACTION FEES. No
broker's or finder's fee, commissions (whether payable in cash, any equity
interest in the Company or any of its Subsidiaries or Affiliates, or any other
form of compensation), or other transaction fees will be payable by the Company
with respect to the issuance and sale of the Preferred Stock or the transactions
contemplated hereby, other than the Transaction Fees and fees payable to J.C.
Bradford & Co. with respect thereto.

                  8L.  COMPLIANCE WITH LAW.

                       (a)   Neither the Company nor any of its Subsidiaries 
has received notice of or citation or summons for, and no complaint has been
filed, no penalty has been assessed and no investigation or review is in
process or, to the best knowledge of the Company, threatened by any
governmental authority with respect to, any violation or alleged violation of
any law, regulation, order or other legal requirement, or failure by the
Company or any of its Subsidiaries to have any permit, certificate, license,
approval, registration or authorization required in connection with the
operation of its business, other than where such violation or failure would not
reasonably be expected to have a material adverse effect on the business,
condition (financial or other), assets, properties, operations or prospects of
the Company. Neither the Company nor any of its Subsidiaries is in default with
respect to any order, writ, judgment, award, injunction or decree of any
federal, state or local court or governmental or regulatory authority or
arbitrator,

                                       19