Section 2.08 Participation. The Lenders shall have the right to enter
into one or more participation agreements with affiliates of Lenders, but not
further or otherwise.
Section 2.09 Use of Proceeds. Proceeds of the Revolving Credit Notes
will be used to: (i) permit the issuance of Letters of Credit, (ii) enable the
Borrower to make (x) loans to Partnerships or LLC's for the construction and
renovation of Projects and/or (y) Acquisitions and Physician Practice
Acquisitions, or (iii) for working capital. Proceeds of the Term Notes were
used to refinance existing indebtedness.
Section 2.10 Payments to Principal Office; Debit Authority. Each
payment under the Revolving Credit Notes and Term Notes (including any
permitted prepayment and payment of interest) shall be made to Agent at its
Principal Office for the account of Lenders in U.S. dollars and in immediately
available funds before 11:00 a.m. Nashville Time on the date such payment is
Section 2.11 Letters of Credit. (a) Provided no Event of Default or
Default Condition exists and subject to the terms and conditions of the Loan
Documents, the Lenders have agreed that the Agent on behalf of the Lenders will
issue to third party beneficiaries on the Borrower's account standby Letters of
(b) In connection with the issuance of each Letter of
Credit, the Borrower shall complete a Letter of Credit Application Agreement
and such other documentation, in form and substance as required by the Agent.
(c) In connection with each Letter of Credit, the Borrower
shall pay to the Agent a Letter of Credit Fee to be apportioned and paid by
Agent to each of the Lenders pursuant to the Pro Rata Share of each Lender.
(d) In connection with each Letter of Credit, the
Borrower shall pay to the Agent administrative and documentation fees in such
amount as established by Agent from time to time, which administrative and
documentation fees shall be retained by Agent and shall not be apportioned
among the Lenders.
(e) The issuance by the Agent of a Letter of Credit shall
reduce the Borrower's ability to receive Advances under the Revolving Credit
Notes by an amount equal to the face amount of the Letter of Credit for so long
as the Letter of Credit remains outstanding.
(f) In the event that the Agent is required to pay to any
Person the proceeds (partially or in full) of a Letter of Credit, the Borrower
agrees to pay to the Agent immediately on demand by the Agent, an amount equal
to the proceeds paid by the