Excluded Practice Expenses definition

Excluded Practice Expenses means, as determined pursuant to GAAP applied on a consistent basis: (i) any salaries, benefits, payroll taxes, or other distributions made to Group Physician Stockholders, Physician Employees and Physician Extender Employees; (ii) any federal, state or other income taxes applicable to the Group; (iii) all professional related expenses of the physicians, including but not limited to, professional meetings, seminars, dues and subscriptions other than such seminars or meetings that Administrator or Parent requests or requires that any Physician Employees or Physician Extender Employees attend; (iv) all costs and expenses associated with the performance of professional services to or for the benefit of the Group by legal, accounting, investment, financial or other advisors specifically retained by the Group including, without limitation, all such costs and expenses incurred by the Group in connection with the Acquisition; and (v) such other professional expenses incurred by the Practice which are not Practice Expenses or Administrator Expenses.
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Excluded Practice Expenses means, pursuant to GAAP applied on a consistent basis: (i) any salaries or other distributions made to any Dentists or any equity holder of the Practice, whether for professional fee income or otherwise, and any expenses related thereto, including payroll and other taxes associated therewith, (ii) all costs associated with life insurance and profit sharing or pension benefits for any Dentist or any equity holder of the Practice, (iii) any federal, state or local franchise or income taxes applicable to the Practice or any Dentist and the preparation of tax returns for any Dentist, (iv) legal, accounting and other costs incurred by the Practice or any Dentist in connection with the negotiation, preparation of or closing of the transactions contemplated by the Acquisition Agreement, this Agreement or any other document executed in connection herewith or therewith, (v) salaries and benefits and related payroll and other taxes of Practice Professional Employees not included in the Practice operating budget or not otherwise agreed to by Pentegra in the manner set forth in SECTION 5.1(b), and (vi) any other expenses specifically included in "Excluded Practice Expenses" in this Agreement and the expenses set forth on EXHIBIT 1.1(h)(vi).
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Examples of Excluded Practice Expenses in a sentence

  • All costs, expenses and liabilities incurred by the Group in excess of the limits of such policies identified in the preceding sentence shall be included in Excluded Practice Expenses.

  • The Group shall be entitled to an advance from Administrator of such additional sums, over and above the Group's right to the amounts otherwise set forth in this Article VII, as shall be required by the Group to pay Practice Expenses (excluding Technical Expenses) consistent with the annual capital and operating budgets of the Practice (prepared as provided in Section 3.5 hereof), the Service Fee as provided in Exhibit 7.1 hereto and Excluded Practice Expenses at the discretion of Administrator.

  • All comprehensive professional medical/malpractice liability insurance premiums and deductibles shall be included in Practice Expenses; provided, that if the Group elects to maintain coverage that exceeds minimum requirements, such additional premiums shall be included in Excluded Practice Expenses.

  • Administrator shall provide or arrange for the services set forth in this Article III, and the costs, fees, expenses and other disbursements incurred by Administrator or Parent in connection therewith shall be included in Practice Expenses, except to the extent such costs, fees or expenses are expressly included in Excluded Practice Expenses or Administrator Expenses.

  • The Practice shall make contributions or payments with respect to the Practice Plan or other Practice employee benefit plans, as a Practice Expense, on behalf of eligible employees of the Practice (other than Dentists, which contributions or payments shall be Excluded Practice Expenses).

  • Administrator shall provide or arrange for the services set forth in this Article III, and the reasonable costs, fees, expenses and other disbursements incurred by Administrator or Parent in connection therewith shall be included in Practice Expenses, except to the extent such costs, fees or expenses are expressly included in Excluded Practice Expenses or Administrator Expenses.

  • All costs, expenses and liabilities incurred by the Practice, any Dentist or Pentegra in excess of the limits of such policies shall be included in Excluded Practice Expenses.

  • Such salaries, wages, payroll taxes and other such taxes shall be Practice Expenses or Excluded Practice Expenses as set forth in SECTION 1.1 hereof and nothing contained herein shall be construed otherwise.

  • Pentegra shall provide or arrange for the services set forth in this ARTICLE III, and the costs, fees, expenses and other disbursements incurred by Pentegra in connection therewith shall be included in Practice Expenses, except to the extent such costs, fees or expenses are expressly included in Excluded Practice Expenses or Pentegra Expenses.

  • The legal, accounting and other professional services fees incurred by the Practice in connection with the internal matters of the Practice, the distribution of the fee income among Dentists or equity holders of the Practice and the personal accounting of the Practice and the Dentists and similar internal and personal matters (other than the preparation of Practice tax returns, which cost shall be a Practice Expense) shall be Excluded Practice Expenses.

Related to Excluded Practice Expenses

  • Excluded Expenses means an amount a claimant pays for insurance offered under a health benefit plan for a taxable year if:

  • Property Protection Expenses Any costs and expenses incurred by the Master Servicer, the Special Servicer or the Trustee pursuant to Section 3.04, 3.07, 3.10(f), 3.10(g) or 3.17(b) or indicated herein as being a cost or expense of the Lower-Tier REMIC to be advanced by the Master Servicer or the Trustee, as applicable.

  • Transportation Expense means the cost of Medically Necessary conveyance, personnel, and services or supplies.

  • Program Expenses means all UHC’s expenses of administering the Program under the Indenture and the Act and shall include without limiting the generality of the foregoing; salaries, supplies, utilities, labor, materials, office rent, maintenance, furnishings, equipment, machinery and apparatus, including information processing equipment; software, insurance premiums, credit enhancement fees, legal, accounting, management, consulting and banking services and expenses; Fiduciary Expenses; remarketing fees; Costs of Issuance not paid from proceeds of Bonds; and payments to pension, retirement, health and hospitalization funds; and any other expenses required or permitted to be paid by UHC.

  • Management Expenses means expenses, costs and charges necessarily and reasonably incurred in the management of the Development provided in this Deed which, except for the purpose of Clause 4.3 of Section IV of this Deed, shall include the Manager’s Remuneration;

  • Approved Operating Expenses means Operating Expenses incurred by Borrower which (i) are included in the Approved Annual Budget for the current calendar month, (ii) are for real estate taxes, insurance premiums, electric, gas, oil, water, sewer or other utility service to the Property, (iii) if applicable, are for property management fees payable to Manager under the Management Agreement, such amounts not to exceed three percent (3.0)% of the monthly Gross Revenue, (iv) or (v) have otherwise been approved by Lender.

  • Disposition Expenses means reasonable out-of-pocket expenses incurred by the Servicer in connection with the sale at auction or other disposition of a Leased Vehicle by the Servicer.

  • Litigation Expense means any court filing fee, court cost, arbitration fee, and each other fee and cost of investigating or defending an indemnified claim or asserting any claim for indemnification or defense under this Agreement, including Attorney’s Fees, other professionals’ fees, and disbursements. “Attorney’s Fees” include a charge for the service of in-house counsel at the market rate for independent counsel of similar experience.

  • Patent Expenses means the fees and expenses of outside counsel and payments to Third Parties incurred after the Effective Date in connection with the preparation, filing, prosecution and maintenance of the Licensed Patents, the Joint Collaboration Patents, and the Shire Patents covering Compound and Collaboration Products, including the costs of patent interference and opposition proceedings, net of any reimbursement of such expenses by Third Parties.

  • Current Expenses means operating costs other than personal services and shall not

  • Acquisition Expenses means any and all expenses, exclusive of Acquisition Fees, incurred by the Company, the Operating Partnership, the Advisor or any of their Affiliates in connection with the selection, evaluation, acquisition, origination, making or development of any Investments, whether or not acquired, including, without limitation, legal fees and expenses, travel and communications expenses, brokerage fees, costs of appraisals, nonrefundable option payments on property not acquired, accounting fees and expenses, title insurance premiums and the costs of performing due diligence.

  • Parent Expenses means (i) costs (including all professional fees and expenses) incurred by any Parent in connection with maintaining its existence or in connection with its reporting obligations under, or in connection with compliance with, applicable laws or applicable rules of any governmental, regulatory or self-regulatory body or stock exchange, this Indenture or any other agreement or instrument relating to Indebtedness of the Company or any Restricted Subsidiary, including in respect of any reports filed with respect to the Securities Act, the Exchange Act or the respective rules and regulations promulgated thereunder, (ii) expenses incurred by any Parent in connection with the acquisition, development, maintenance, ownership, prosecution, protection and defense of its intellectual property and associated rights (including trademarks, service marks, trade names, trade dress, domain names, social media identifiers and accounts, patents, copyrights and similar rights, including registrations and registration or renewal applications in respect thereof; inventions, processes, designs, formulae, trade secrets, know-how, confidential information, computer software, data, databases and documentation, and any other intellectual property rights; and licenses of any of the foregoing) to the extent such intellectual property and associated rights relate to the business or businesses of the Company or any Subsidiary thereof, (iii) indemnification obligations of any Parent owing to directors, officers, employees or other Persons under its charter or by-laws or pursuant to written agreements with or for the benefit of any such Person, or obligations in respect of director and officer insurance (including premiums therefor), (iv) other administrative and operational expenses of any Parent incurred in the ordinary course of business, and (v) fees and expenses incurred by any Parent in connection with any offering of Capital Stock or Indebtedness, (w) which offering is not completed, or (x) where the net proceeds of such offering are intended to be received by or contributed or loaned to the Company or a Restricted Subsidiary, or (y) in a prorated amount of such expenses in proportion to the amount of such net proceeds intended to be so received, contributed or loaned, or (z) otherwise on an interim basis prior to completion of such offering so long as any Parent shall cause the amount of such expenses to be repaid to the Company or the relevant Restricted Subsidiary out of the proceeds of such offering promptly if completed.

  • Advanced practice nurse means a person who holds current certification as nurse practitioner/clinical nurse specialist from the State Board of Nursing.

  • Litigation Expenses means costs and expenses incurred in connection with commencing, prosecuting, and settling the Action (which may include the costs and expenses of Plaintiffs directly related to their representation of the Settlement Class), for which Lead Counsel intends to apply to the Court for reimbursement from the Settlement Fund.

  • Preservation Expenses Expenditures made by the Servicer in connection with a foreclosed Home Equity Loan prior to the liquidation thereof, including, without limitation, expenditures for real estate property taxes, hazard insurance premiums, property restoration or preservation.

  • Transition Expenses The reasonable costs (including reasonable attorneys’ fees) of the Backup Servicer incurred in connection with the transferring the servicing obligations under this Agreement and amending this Agreement to reflect such transfer in an amount not to exceed $100,000.

  • REIT Expenses means (i) costs and expenses relating to the formation and continuity of existence and operation of the General Partner and any Subsidiaries thereof (which Subsidiaries shall, for purposes hereof, be included within the definition of General Partner), including taxes, fees and assessments associated therewith, any and all costs, expenses or fees payable to any director, officer, or employee of the General Partner, (ii) costs and expenses relating to any public offering and registration of securities by the General Partner and all statements, reports, fees and expenses incidental thereto, including, without limitation, underwriting discounts and selling commissions applicable to any such offering of securities, and any costs and expenses associated with any claims made by any holders of such securities or any underwriters or placement agents thereof, (iii) costs and expenses associated with any repurchase of any securities by the General Partner, (iv) costs and expenses associated with the preparation and filing of any periodic or other reports and communications by the General Partner under federal, state or local laws or regulations, including filings with the Commission, (v) costs and expenses associated with compliance by the General Partner with laws, rules and regulations promulgated by any regulatory body, including the Commission and any securities exchange, (vi) costs and expenses associated with any 401(k) plan, incentive plan, bonus plan or other plan providing for compensation for the employees of the General Partner, (vii) costs and expenses incurred by the General Partner relating to any issuing or redemption of Partnership Interests, and (viii) all other operating or administrative costs of the General Partner incurred in the ordinary course of its business on behalf of or in connection with the Partnership.

  • Medical Expenses means those expenses that an Insured Person has necessarily and actually incurred for medical treatment on account of Illness or Accident on the advice of a Medical Practitioner, as long as these are no more than would have been payable if the Insured Person had not been insured and no more than other hospitals or doctors in the same locality would have charged for the same medical treatment.

  • Permitted Expenses shall include, without limitation, the expenses set forth in Sections 5.10 and 9.2 hereof.

  • Company Transaction Expenses means, all fees, commissions, costs and expenses incurred by the Company or any of its Subsidiaries on or prior to the Closing or by any other Person (to the extent the Company or any of its Subsidiaries is obligated to pay such fees, commissions, costs and expenses incurred by such Person) in connection with the negotiation, preparation, execution and performance of this Agreement and the transactions contemplated hereby to the extent not paid in full at or prior to the Closing, including: (a) stay bonuses, sale bonuses or payments, change of control bonuses or payments, retention bonuses or payments, transaction bonuses or payments or similar arrangements, bonuses or payments that become payable by the Company or any Subsidiary in connection with the negotiation, execution and/or delivery of this Agreement, any Transaction Document or the consummation of the transactions contemplated hereby or thereby (a “Change of Control Trigger”), including the employer portion of any payroll Taxes relating thereto, but, for the avoidance of doubt, shall not include any bonuses or payments that only become payable as a result of both (i) the Change of Control Trigger and (ii) the occurrence of a termination of employment after the Closing or any other event or circumstances resulting from actions taken by Purchaser or its subsidiaries (including the Surviving Corporation or any of its subsidiaries) after Closing (for the avoidance of doubt, this clause (a) shall not be deemed to include any of the employment agreements set forth on items 1-3 of Section 4.11(a)(xiv) of the Schedules), (b) all costs, commissions, fees and expenses of the Company or any Subsidiary incurred in connection with the negotiation, preparation, execution and/or delivery of this Agreement or any Transaction Document, any offering or marketing materials or the consummation of the transactions contemplated hereby, including any investment banking, accounting, consulting, broker, finder, advisory, attorney and other professional and other costs, fees and expenses (including all Banker Fees), (c) the employer’s portion of Social Security, Medicare, FUTA, and other payroll Taxes attributable to or associated with the exercise, payout or cancellation of any Options in connection with the transactions contemplated hereby, (d) one-half of the filing fees under the HSR Act or any other filing fees required by any Foreign Antitrust Law, (e) one-half of the D&O Tail Premium, (f) one-half of the Transfer Taxes in accordance with Section 6.11(c) and (g) one-half of the fees payable to the Escrow Agent and the Paying Agent. For the avoidance of doubt, notwithstanding the foregoing, Company Transaction Expenses shall not be deemed or construed to include any amounts payable with respect to Options as described in Section 2.04 hereof, other than with respect to Taxes described in the foregoing clause (c).

  • Partnership Expenses means all fees, costs, expenses, open purchase orders, liabilities, charges, and other obligations incurred with respect to the conduct of the business of the Partnership and its business and assets, as determined by the General Partner.

  • Unpaid Transaction Expenses has the meaning specified in Section 2.4(c).

  • O&M Expenses means expenses incurred by or on behalf of the Developer or by the Authority, as the case may be, for all O&M including (a) cost of salaries and other compensation to employees, (b) cost of materials, supplies, utilities and other services, (c) insurance premium, (d) all taxes, duties, cess and fees due and payable for O&M, (e) all repair, replacement, reconstruction, reinstatement, improvement and maintenance costs, (f) payments required to be made under the O&M Contract, or any other contract in connection with or incidental to O&M, and (g) all other expenditure required to be incurred under Applicable Laws, Applicable Permits or this Agreement.

  • Public expense means that the LEA either pays for the full cost of the evaluation or ensures that the evaluation is otherwise provided at no cost to you, consistent with the provisions of Part B of the IDEA, which allow each State to use whatever State, local, Federal and private sources of support are available in the State to meet the requirements of Part B of the Act.

  • Covered Expenses means expenses actually incurred by or on behalf of a Covered Person for treatment, services and supplies covered by the Policy. Coverage under the Participating Organization’s Policy must remain continuously in force from the date of the Covered Accident or Sickness until the date treatment, services or supplies are received for them to be a Covered Expense. A Covered Expense is deemed to be incurred on the date such treatment, service or supply, that gave rise to the expense or the charge, was rendered or obtained.

  • Qualified rehabilitation expenditures means capital