Common use of Limitations on Restricted Payments Clause in Contracts

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, Company and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's Equity Interests of the Company or any of its Subsidiaries' Equity Interests Subsidiaries (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA pro rata basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the CompanyCompany or any of its Subsidiaries; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the SecuritiesSubordinated Indebtedness, except at the original final maturity date thereof thereof; or pursuant to a Specified Exchange or the Refinancing (iv) make any Restricted Investment (all such payments and other actions set forth in clauses (i) through (iiiiv) above being collectively referred to as "RESTRICTED PAYMENTSRestricted Payments"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cashcash or Cash Equivalents, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly: , (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Restricted Subsidiaries' Capital Stock or other Equity Interests (other than (w) Physician Joint Venture Distributions, (xA) dividends or distributions payable in Qualified Equity Interests (other than Redeemable Stock) of the Company, Company or such Restricted Subsidiary or (yB) dividends or distributions payable to by a Restricted Subsidiary so long as, in the case of any dividend or distribution payable on any class or series of securities issued by a Restricted Subsidiary other than a wholly owned Restricted Subsidiary, the Company or any a Restricted Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests receives at least its pro rata share of such Subsidiary on a PRO RATA basisdividend or distribution in accordance with its equity interest in such class or series of securities); , (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; Company or any of its Restricted Subsidiaries (other than any such Equity Interests purchased from the Company or any of its Restricted Subsidiaries), (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value voluntarily prepay any Indebtedness that is subordinated to the SecuritiesSecurities (other than in connection with (A) any extension, except at refinancing, renewal, replacement, substitution or refunding thereof permitted by the original final maturity date thereof terms of the Indenture, (B) Indebtedness between the Company and a Restricted Subsidiary or pursuant to a Specified Exchange between Restricted Subsidiaries or (C) any Indebtedness permitted by clauses (iv) and (viii) of the Refinancing second paragraph of Section 4.9 or (all such payments and other iv) make any Restricted Investments (the foregoing actions set forth in clauses (i) through (iiiiv) above being collectively referred to as "RESTRICTED PAYMENTSRestricted Payments"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):if:

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, Company and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange the Refinancing; or the Refinancing (iv) make any Restricted Investment (all such payments and other actions set forth in clauses (i) through (iiiiv) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends divi- dends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall and the Guarantors will not, and shall will not permit any of its their Subsidiaries to, directly or indirectly, make any Restricted Payment, except that the provisions of this covenant shall not prohibit: (i) declare the agreement or pay any dividend or commitment to make any payment or distribution permitted under this Indenture or the payment or distribution so agreed or committed to be made as long as such payment or distribution is made on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests date of such Subsidiary agreement or commitment or within 60 days thereof, provided, however, that on a PRO RATA basis)the date of such agreement or commitment such payment would comply with the foregoing provisions, it being understood that the agreement or commitment to make such payment or distribution shall constitute Permitted Indebtedness; (ii) the purchase, redeem redemption or otherwise acquire other acquisition or retire for value retirement of any Equity Interests or the making of the Company; or (iii) make any principal payment on, or the purchase, redeemdefeasance, defease repurchase, redemption or otherwise acquire other acquisition or retire for value retirement of Subordinated Indebtedness by conversion into, or by or in exchange for, Equity Interests (other than Disqualified Equity Interests), or out of, the net cash proceeds of the substantially concurrent sale (other than to a Subsidiary of the Company) of other Equity Interests of the Company (other than Disqualified Equity Interests); (iii) the making of any principal payment on, or the purchase, defeasance, repurchase, redemption or other acquisition or retirement of Subordinated Indebtedness in exchange for, by conversion into, or out of the net cash proceeds of, a substantially concurrent sale or incurrence of Indebtedness (including Disqualified Equity Interests) (other than any Indebtedness owed to a Subsidiary) of the Company or a Subsidiary that (1) is contractually subordinated in right of payment to the SecuritiesNotes to at least the same extent as, except at the original and (2) has a final maturity date thereof later than the final maturity date of, and has a Weighted Average Life to Maturity at least equal to the Weighted Average Life to Maturity of, the Subordinated Indebtedness being paid, purchased, defeased, repurchased, redeemed or otherwise acquired or retired; (iv) the purchase, redemption or other acquisition or retirement of any Disqualified Equity Interests by conversion into, or by exchange for, shares of Disqualified Equity Interests, or out of the net cash proceeds of the substantially concurrent sale (other than to a Subsidiary of the Company) of other Disqualified Equity Interests; (v) the purchase, redemption or other acquisition or retirement for value of any Equity Interests held by any current or past member of the Company's (or any of its Subsidiaries') management or board of directors (or the estate, heirs or legatees of any such individual) pursuant to a Specified Exchange any management equity subscription agreement, stock option agreement or other similar agreement; provided that the Refinancing (aggregate price paid for all such payments and other actions set forth repurchased, redeemed, acquired or retired Equity Interests shall not exceed $500,000 in any twelve-month period; provided, however, that in the case of the immediately preceding clauses (i) through ii), (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless(iv) and (v), no Default or Event of Default shall have occurred and be continuing at the time of and after giving effect to such Restricted Payment or would occur as a result thereof; and (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Paymentvi) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, Investments made pursuant to such Restricted Payment):and in compliance with Sections 4.7 and 4.10 of this Indenture.

Limitations on Restricted Payments. The At any time that the Company does not hold the Required Cash Holdings on the BGLS Balance Sheet, the Company shall not, and shall not permit any of its Restricted Subsidiaries or Designated Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (including, without limitation, any payment in connection with any merger or consolidation involving the Company) (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests (other than Disqualified Equity Interests) of the Company, (y) Company or dividends or distributions payable to the Company Company, any Restricted Subsidiary or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basisDesignated Subsidiary); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company or any direct or indirect parent of the Company or other Affiliate or Subsidiary of the Company (other than any such Equity Interests owned by the Company or any Restricted Subsidiary of the Company); or (iii) make any principal payment on, (other than regularly scheduled interest payments) on or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness (including, without limitation, pay any amount owed under any guarantee of the obligations of another Person) (other than the Notes) that is subordinated to or pari passu with the SecuritiesNotes (unless, in the case of pari passu Indebtedness only, such purchase, redemption, defeasance, acquisition, or retirement is made, or offered (if applicable), pro rata with the Notes), except for any scheduled repayment or at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):thereof;

Limitations on Restricted Payments. The Subject to the other provisions of this Section 1006, the Company shall not, and nor shall not it cause, permit or suffer any of its Subsidiaries Restricted Subsidiary to, directly or indirectly: (i) declare or pay any dividend dividends or make any distribution other distributions (including through mergers, liquidations or other transactions) on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of the Company or such Restricted Subsidiary (other than dividends or distributions payable by a Wholly-Owned Restricted Subsidiary on a PRO RATA basisaccount of its Equity Interests held by the Company or another Restricted Subsidiary or payable in shares of Capital Stock of the Company other than Redeemable Stock); , (ii) make any payment on account of, or set apart money for a sinking or other analogous fund for, the purchase, redemption or other retirement of such Equity Interests, (iii) purchase, defease, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness issued by the Company or any Restricted Subsidiary that is subordinated Subordinated Indebtedness to the Securities, except at or (iv) make any Restricted Investment, either directly or indirectly, whether in cash or property or in obligations of the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing Company (all of the foregoing being called "Restricted Payments"), unless (x) in the case of a dividend, such payments dividend is payable not more than 60 days after the date of declaration and other actions (y) after giving effect to such proposed Restricted Payment, all the conditions set forth in clauses (i1) through (iii3) above being collectively referred to as "RESTRICTED PAYMENTS"below are satisfied (A) at the date of declaration (in the case of any dividend), unless, (B) at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such setting apart (in the case of any such fund) or (C) on the date of such other payment or distribution (in the case of any other Restricted Payment) of the asset(s) proposed (each such date being referred to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Paymenta "Computation Date"):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the CompanyCompa- ny, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Subject to the other provisions of this Section 1006, the Company shall not, and nor shall not it cause, permit or suffer any of its Subsidiaries Restricted Subsidiary to, directly or indirectly: (i) declare or pay any dividend dividends or make any distribution other distributions (including through mergers, liquidations or other transactions) on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of the Company or such Restricted Subsidiary (other than dividends or distributions payable by a wholly-owned Restricted Subsidiary on a PRO RATA basisaccount of its Equity Interests held by the Company or another Restricted Subsidiary or payable in shares of Capital Stock of the Company other than Redeemable Stock); , (ii) make any payment on account of, or set apart money for a sinking or other analogous fund for, the purchase, redemption or other retirement of such Equity Interests, (iii) purchase, defease, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness issued by the Company or any Restricted Subsidiary that is subordinated Subordinated Indebtedness to the Securities, except at or (iv) make any Restricted Investment, either directly or indirectly, whether in cash or property or in obligations of the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing Company (all of the foregoing being called "Restricted Payments"), unless (x) in the case of a dividend, such payments dividend is payable not more than 60 days after the date of declaration and other actions (y) after giving effect to such proposed Restricted Payment, all the conditions set forth in clauses (i1) through (iii3) above being collectively referred to as "RESTRICTED PAYMENTS"below are satisfied (A) at the date of declaration (in the case of any dividend), unless, (B) at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such setting apart (in the case of any such fund) or (C) on the date of such other payment or distribution (in the case of any other Restricted Payment) of the asset(s) proposed (each such date being referred to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Paymenta "Computation Date"):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Subject to the other provisions of this Section 5(l), the Company shall not, and nor shall not it cause, permit or suffer any of its Subsidiaries Restricted Subsidiary to, directly or indirectly: (i) declare or pay any dividend dividends or make any distribution other distributions (including through mergers, liquidations or other transactions) on account any class of Equity Interests of the Company's Company or any of its Subsidiaries' Equity Interests such Restricted Subsidiary or the exercise thereof (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified by a Restricted Subsidiary on account of its Equity Interests of held by the Company, Company or another Restricted Subsidiary or (y) dividends payable in shares of Capital Stock of the Company other than Redeemable Stock), (ii) make any payment on account of, or distributions payable to set apart money for a sinking or other analogous fund for, the purchase, redemption or other retirement of such Equity Interests, (iii) purchase, defease, redeem or otherwise retire any Indebtedness issued by the Company or any Restricted Subsidiary of that is Subordinated Indebtedness to the CompanyLoans, and or (ziv) dividends make any Restricted Investment, either directly or distributions by any Subsidiary indirectly, whether in cash or Property or in obligations of the Company payable to (all holders of the foregoing being called “Restricted Payments”), unless (x) in the case of a class dividend, such dividend is payable not more than 60 days after the date of Equity Interests of declaration and (y) after giving effect to such Subsidiary on a PRO RATA basis); (ii) purchaseproposed Restricted Payment, redeem or otherwise acquire or retire for value any Equity Interests of all the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions conditions set forth in clauses (i1) through (iii3) above being collectively referred to as "RESTRICTED PAYMENTS"below are satisfied (A) at the date of declaration (in the case of any dividend), unless, (B) at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such setting apart (in the case of any such fund) or (C) on the date of such other payment or distribution (in the case of any other Restricted Payment) of the asset(s) proposed (each such date being referred to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Paymenta “Computation Date”):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, directly or indirectly: , (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Restricted Subsidiaries' Capital Stock or other Equity Interests (other than (w) Physician Joint Venture Distributions, (xA) dividends or distributions payable in Qualified Equity Interests (other than Redeemable Stock) of the CompanyCompany or such Restricted Subsidiary, (yB) dividends or distributions payable to the Company or any Subsidiary of the Company, and its Restricted Subsidiaries or (zC) dividends or distributions by a Partially Owned Restricted Subsidiary so long as, in the case of any dividend or distribution payable on or in respect of any class or series of securities issued by that Partially Owned Restricted Subsidiary, the Company or a Restricted Subsidiary receives at least its pro rata share of that dividend or distribution in accordance with its Equity Interests in that class or series of securities), (ii) (A) voluntarily purchase, redeem or otherwise acquire or retire for value any preferred stock of the Company payable or any of its Restricted Subsidiaries, which by its terms, is exchangeable for any Indebtedness ("Exchangeable Preferred Stock") that is pari passu with or subordinated in right of payment to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); the Securities or (iiB) purchase, redeem or otherwise acquire or retire for value any Equity Interests (other than Exchangeable Preferred Stock) of the Company; Company or any of its Restricted Subsidiaries (other than any such Equity Interests purchased from the Company or any of its Restricted Subsidiaries), (iii) make any principal payment onvoluntarily purchase, or purchaserepay, redeem, defease (including, but not limited to, covenant or legal defeasance) or otherwise acquire or retire for value any Indebtedness that is subordinated in right of payment to the SecuritiesSecurities (other than in connection with the refunding or refinancing of such Indebtedness), except a payment of interest or principal at the original stated maturity of such Indebtedness or in anticipation of satisfying a sinking fund obligation, principal installment or final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all maturity, in each case due within one year of such payments payment, and other than Indebtedness between and among the Company and its Restricted Subsidiaries or (iv) make Investments in Restricted Payment Unrestricted Subsidiaries (the foregoing actions set forth in clauses (i) through (iiiiv) above being collectively referred to as "RESTRICTED PAYMENTSRestricted Payments"), unlessif, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment)::

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's or any of its Subsidiaries' Equity Interests (other than (w) Physician Joint Venture Distributions, Distributions (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or or. distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the Securities, except at the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing (all such payments and other actions set forth in clauses (i) through (iii) above being collectively referred to as "RESTRICTED PAYMENTS"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):

Limitations on Restricted Payments. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly: (i) declare or pay any dividend or make any distribution on account of the Company's Equity Interests of the Company or any of its Subsidiaries' Equity Interests Subsidiaries (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified Equity Interests of the Company, (y) dividends or distributions payable to the Company or any Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA pro rata basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the CompanyCompany or any of its Subsidiaries; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated to the SecuritiesSubordinated Indebtedness, except at the original final maturity date thereof thereof; or pursuant to a Specified Exchange or the Refinancing (iv) make any Restricted Investment (all such payments and other actions set forth in clauses (i) through (iiiiv) above being collectively referred to as "RESTRICTED PAYMENTSRestricted Payments"), unless, at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cashcash or Cash Equivalents, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such Restricted Payment) of the asset(s) proposed to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Payment):): -45-

Limitations on Restricted Payments. The Subject to the other provisions of this Section 2, the Company shall not, and nor shall not it cause, permit or suffer any of its Subsidiaries Restricted Subsidiary to, directly or indirectly: (i) declare or pay any dividend dividends or make any distribution other distributions (including through mergers, liquidations or other transactions) on account any class of Equity Interests of the Company's Company or any of its Subsidiaries' Equity Interests such Restricted Subsidiary or the exercise thereof (other than (w) Physician Joint Venture Distributions, (x) dividends or distributions payable in Qualified by a Restricted Subsidiary on account of its Equity Interests of held by the Company, Company or another Restricted Subsidiary or (y) dividends payable in shares of Capital Stock of the Company other than Redeemable Stock), (ii) make any payment on account of, or distributions payable to set apart money for a sinking or other analogous fund for, the purchase, redemption or other retirement of such Equity Interests, (iii) purchase, defease, redeem or otherwise retire any Indebtedness issued by the Company or any Restricted Subsidiary of the Company, and (z) dividends or distributions by any Subsidiary of the Company payable to all holders of a class of Equity Interests of such Subsidiary on a PRO RATA basis); (ii) purchase, redeem or otherwise acquire or retire for value any Equity Interests of the Company; or (iii) make any principal payment on, or purchase, redeem, defease or otherwise acquire or retire for value any Indebtedness that is subordinated Subordinated Indebtedness to the Securities, except at or (iv) make any Restricted Investment, either directly or indirectly, whether in cash or property or in obligations of the original final maturity date thereof or pursuant to a Specified Exchange or the Refinancing Company (all of the foregoing being called “Restricted Payments”), unless (x) in the case of a dividend, such payments dividend is payable not more than 60 days after the date of declaration and other actions (y) after giving effect to such proposed Restricted Payment, all the conditions set forth in clauses (i1) through (iii3) above being collectively referred to as "RESTRICTED PAYMENTS"below are satisfied (A) at the date of declaration (in the case of any dividend), unless, (B) at the time of and after giving effect to such Restricted Payment (the amount of any such Restricted Payment, if other than cash, shall be the fair market value (as conclusively evidenced by a resolution of the Board of Directors set forth in an Officers' Certificate delivered to the Trustee within 60 days prior to the date of such setting apart (in the case of any such fund) or (C) on the date of such other payment or distribution (in the case of any other Restricted Payment) of the asset(s) proposed (each such date being referred to be transferred by the Company or such Subsidiary, as the case may be, pursuant to such Restricted Paymenta “Computation Date”):