Common use of New Ancillary Services Costs Clause in Contracts

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including without limitation any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F. (iv) The Management Company shall pay all of the Ancillary Service Start-Up Costs. Beginning with the month following the expiration of the Ancillary Service Start-Up Period, the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profit. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following, to the extent permitted by applicable law: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased shall be provided to the Medical Group pursuant on terms substantially similar to an equipment lease substantially those set forth in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Section 3.3 hereof. (iv) The Management Company shall pay all of the Ancillary Service Start-Up Costs. Beginning with the month immediately following the expiration of the Ancillary Service Start-Up PeriodPeriod (as hereinafter defined), the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the lower of the prevailing prime rate as set forth in the Wall Street Journal and/or or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company, if applicable. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreementAgreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the earlier to occur of (i) the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profitprofit (as determined by the Management Company) or (ii) the last day of the twelfth month after the establishment of such New Ancillary Service. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --):

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased shall be provided to the Medical Group pursuant on terms substantially similar to an equipment lease substantially those set forth in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Section 3.3 hereof. (iv) The Management Company shall pay all of the Ancillary Service Start-Up CostsCosts (as hereinafter defined). Beginning with the month following the expiration of the Ancillary Service Start-Up PeriodPeriod (as hereinafter defined), the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company, if applicable. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreementAgreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service Service, which date shall not be prior to the date of the agreement establishing such New Ancillary Service, and ending on the earlier to occur of (i) the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profitprofit (as determined by the Management Company) or (ii) the last day of the twelfth month after the establishment of such New Ancillary Service. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --):

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including without limitation any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F. (iv) The Management Company shall pay all of the Ancillary Service Start-Up CostsCosts (as hereinafter defined) during the Ancillary Service Start-Up Period (as hereinafter defined). Beginning with the month immediately following the expiration of the Ancillary Service Start-Up Period, Period the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company, if applicable. (iii) For each New Ancillary Service, the Medical Group shall open a bank account (an "Ancillary Service Bank Account") separate from the Medical Group Collections Account, which bank account shall be used to deposit all payments received for the technical component of such Ancillary Service. The Medical Group shall instruct the bank at which the Ancillary Service Bank Account is maintained to transfer, on a daily basis, all funds in the Ancillary Service Bank Account (less the amount necessary to avoid the payment of bank charges or fees relating to the failure to maintain a minimum balance in the Ancillary Service Bank Account) to a bank designated by the Management Company, for credit to an account in the Management Company's name. The Management Company shall use the funds so transferred to reduce the balance of the Ancillary Service Start-Up Costs paid by the Management Company. (iv) Profits and/or losses of any Ancillary Division accruing after the end of the Ancillary Service Start-Up Period shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including, without limitation, any principal and interest amounts then due and payable under Section 5.7(a)(ii) above), and after retention of reasonable reserves) derived from the operation of such Ancillary Division. As of the end of the Ancillary Service Start-Up Period, the Management Company shall, on a quarterly basis, review the books and records of the Ancillary Division and shall make distributions, if any, to the Medical Group and the Management Company in accordance with the foregoing. (v) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to a Medical Equipment Master Lease Agreement. (vi) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreementAgreement. (vivii) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, or New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, or 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8As used herein, "Ancillary Service Reimbursement Payment" means an amount determined by (i) taking the total Ancillary Service Start-Up Period" means Costs for the period commencing ending on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the last day of the first period of two determination, (2ii) consecutive calendar months for which the New Ancillary Service shows a profit. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means adding an amount equal to the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service projected interest payable on such amount during the Ancillary Service Start-Up Period repayment term (whether such costs would otherwise which interest amount shall be considered a good faith estimate by the Management Company Costs or Medical Group CostsCompany) --and (iii) dividing the sum by 60.

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. (ii) Profits and/or losses of any New Ancillary Division Service shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary DivisionService, including without limitation any principal and interest amounts then due and payable under Section 5.8(a)(iv5.9(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Lease. (iv) The Management Company shall pay all of the Ancillary Service Start-Up Costs. Beginning with the month immediately following the expiration of the Ancillary Service Start-Up Period, the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, New Physician Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, 5.7, or 5.75.8, respectively. (b) For purposes of this Section 5.85.9, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profit. (c) For purposes of this Section 5.85.9, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased shall be provided to the Medical Group pursuant on terms substantially similar to an equipment lease substantially those set forth in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Section 3.3 hereof. (iv) The Management Company shall pay all of the Ancillary Service Start-Up CostsCosts (as hereinafter defined). Beginning with the month following the expiration of the Ancillary Service Start-Up PeriodPeriod (as hereinafter defined), the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs (as hereinafter defined) previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company, if applicable. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreementAgreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service Service, which date shall not be prior to the date of the agreement establishing such New Ancillary Service, and ending on the earlier to occur of (i) the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profitprofit or (ii) the last day of the twelfth month after the establishment of such New Ancillary Service. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --):

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the a Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Agreement. (iv) The Management Company shall pay all of the Ancillary Service Start-Up CostsCosts (as hereinafter defined). Beginning with the month following the expiration of the Ancillary Service Start-Up PeriodPeriod (as hereinafter defined), the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company, if applicable. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreementAgreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service Service, which date shall not be prior to the date of the agreement establishing such New Ancillary Service, and ending on the earlier to occur of (i) the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profitprofit (as determined by the Management Company) or (ii) the last day of the twelfth month after the establishment of such New Ancillary Service. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --):

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. (ii) Profits and/or losses of any New Ancillary Division Service shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary DivisionService, including without limitation any principal and interest amounts then due and payable under Section 5.8(a)(iv5.9(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such New Ancillary DivisionService. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Lease. (iv) The Management Company shall pay all of the Ancillary Service Start-Up Costs. Beginning with the month immediately following the expiration of the Ancillary Service Start-Up Period, the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or at the actual rate paid by the Management Company (but in no event greater than prime plus two percent (2%)) with respect to any part of such costs that have been financed by the Management Company. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, New Physician Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, 5.7, or 5.75.8, respectively. (b) For purposes of this Section 5.85.9, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profit. (c) For purposes of this Section 5.85.9, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall create a separate division ("Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. Notwithstanding anything to the contrary contained herein, Corporate Overhead shall not be included in determining the costs and expenses associated with any New Ancillary Service. (ii) Profits and/or losses of any Ancillary Division shall be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv4.8(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall be acquired by the Management Company and leased to the Medical Group pursuant to an equipment lease substantially in the form of the a Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Agreement. (iv) The Management Company shall pay all of the Ancillary Service Start-Up CostsCosts (as hereinafter defined). Beginning with the month immediately following the expiration of the Ancillary Service Start-Up PeriodPeriod (as hereinafter defined), the Management Company shall be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Company. (v) The Management Company shall provide, in connection with any New Ancillary Service, the full range of management services described in this agreement. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectively. (b) For purposes of this Section 5.8, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profit. (c) For purposes of this Section 5.8, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --sixty

New Ancillary Services Costs. (a) Any agreement by the parties to establish a New Ancillary Service as described in Section 3.4 of this Agreement shall will (unless otherwise agreed by the parties) incorporate the following: (i) The Management Company shall will create a separate division ("New Ancillary Division") for purposes of accounting for the income, costs, profits, and losses of any New Ancillary Service. The Management Company shall utilize generally accepted accounting principles in determining and accounting for the profits and losses related to the operations of each New Ancillary Service. (ii) Profits and/or losses of any New Ancillary Division shall will be divided equally between the Medical Group and the Management Company, and all distributions to the Medical Group and to the Management Company shall will be made in equal amounts to each from available cash (after payment of all currently due obligations incurred in connection with such New Ancillary Division, including including, without limitation limitation, any principal and interest amounts then due and payable under Section 5.8(a)(iv4.7(a)(iv) below, and after retention of reasonable reserves) derived from the operation of such New Ancillary Division. (iii) All diagnostic and therapeutic equipment utilized in connection with any New Ancillary Service ("New Ancillary Service Medical Equipment") shall will be acquired or leased by the Management Company and leased will be charged back to the Medical Group pursuant to an equipment lease substantially on a depreciated basis over a five-year period and will be included in the form of the Medical Equipment Master Lease Agreement attached hereto as Exhibit F.Operating Costs. (iv) The Management Company shall will pay all of the Ancillary Service Start-Up Costs. Beginning with the month immediately following the expiration of the Ancillary Service Start-Up Period, the Management Company shall will be entitled to recoup all of the Ancillary Service Start-Up Costs previously paid by the Management Company in sixty (60) equal monthly installments of principal, plus interest on the unrecouped portion of such costs at the prevailing prime rate as set forth in the Wall Street Journal and/or at the actual rate paid by the Management Company with respect to any part of such costs that have been financed by the Management Companyits senior lender. (v) The Management Company shall will provide, in connection with any New Ancillary Service, the a full range of management services described for a management fee equal to five percent (5%) of the collections from the New Ancillary Service(s). Such management fee will not be included in this agreementthe calculation used to determine whether the minimum Management Fee has been paid under Section 4.2. (vi) The xxxxxxxx, collections, costs and expenses relating to any New Ancillary Service shall will not be included in the computations of Medical Group Compensation, the Management Fee, Management Company Costs, New Medical Office Start-Up Costs, or Medical Group Costs as described in Sections 5.3, 5.4, 5.5, 5.6, or 5.7, respectivelyCosts. (b) For purposes of this Section 5.84.7, "Ancillary Service Start-Up Period" means the period commencing on the date that any costs are incurred in connection with the establishment of the New Ancillary Service and ending on the earlier to occur of (i) the last day of the first period of two (2) consecutive calendar months for which the New Ancillary Service shows a profitprofit (as determined by the Management Company) or (ii) the last day of the twelfth month after the establishment of such New Ancillary Service. (c) For purposes of this Section 5.84.7, "Ancillary Service Start-Up Costs" means the total of all of the following costs incurred in connection with the establishment of a New Ancillary Service during the Ancillary Service Start-Up Period (whether such costs would otherwise be considered Management Company Costs or Medical Group Costs) --):