LIMITATION, SEARCH COSTS, AUDIT FEES, APPRAISAL FEES, AND THE FEES AND
EXPENSES OF LEGAL COUNSEL FOR LENDER) RELATING TO THIS AGREEMENT, AND ALL
RELATED AGREEMENTS AND DOCUMENTS, INCLUDING, WITHOUT LIMITATION, EXPENSES
INCURRED IN THE ANALYSIS, NEGOTIATION, PREPARATION, CLOSING, ADMINISTRATION AND
ENFORCEMENT OF THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, THE ENFORCEMENT,
PROTECTION AND DEFENSE OF THE RIGHTS OF LENDER IN AND TO THE REVOLVING LOANS AND
COLLATERAL OR OTHERWISE HEREUNDER, AND ANY REASONABLE EXPENSES RELATING TO
EXTENSIONS, AMENDMENTS, WAIVERS OR CONSENTS PURSUANT TO THE PROVISIONS HEREOF,
OR ANY RELATED AGREEMENTS AND DOCUMENTS OR RELATING TO AGREEMENTS WITH OTHER
CREDITORS, OR TERMINATION OF THIS AGREEMENT (COLLECTIVELY, THE "EXPENSES").
ANY
EXPENSES NOT PAID UPON DEMAND BY LENDER SHALL BEAR INTEREST AT THE HIGHEST PER
ANNUM RATE OF INTEREST APPLICABLE TO THE REVOLVING LOANS.
(B)
IN ADDITION, AT ANY TIME FOLLOWING THE DATE
OF THIS AGREEMENT, BORROWERS EFFECT ANY CHANGES WHICH RESULTS IN A CHANGE IN THE
FORMAT OR SEQUENCE OF BORROWERS' DATA, BORROWERS SHALL PAY TO LENDER ITS
REASONABLE CHARGE FOR IMPLEMENTING SUCH CHANGES AS ARE NECESSARY TO ACCOMMODATE
THE CHANGES IN THE FORMAT OR SEQUENCE OF THE DATA SUCH THAT LENDER'S ACCOUNTS
RECEIVABLE MONITORING SYSTEM IS CAPABLE OF IMPORTING SUCH DATA, INCLUDING AN
HOURLY FEE OF $125.00.
9.06
CONFIDENTIALITY.
EXCEPT AS PROVIDED IN
SECTION 9.19 HEREOF OR TO THE EXTENT REQUIRED BY LAW OR APPLICABLE REGULATIONS,
BORROWERS AND LENDER (AND LENDER'S ASSIGNEES AND PARTICIPANTS) AGREE TO MAINTAIN
THE CONFIDENTIALITY OF THIS AGREEMENT AND NOT TO DISCLOSE THE CONTENTS HEREOF OR
PROVIDE A COPY HEREOF TO ANY THIRD PARTY, EXCEPT (I) ACCOUNTANTS, LAWYERS AND
FINANCIAL ADVISERS OF THE PARTIES WHO ARE INFORMED OF AND AGREE TO BE BOUND BY
THIS SECTION 9.06, AND (II) THAT COPIES HEREOF MAY BE PROVIDED TO ANY ASSIGNEE
OR PARTICIPANT (OR POTENTIAL ASSIGNEE OR PARTICIPANT) OF LENDER'S INTERESTS
HEREIN, ANY INVESTORS OR PROSPECTIVE INVESTORS WHO ACQUIRE OR MAY ACQUIRE
SECURITIES BACKED BY ACCOUNTS AND ANY PARTIES WHICH FACILITATE THE ISSUANCE OF
SUCH SECURITIES, INCLUDING RATING AGENCIES, GUARANTORS AND INSURERS.
LENDER
AGREES TO MAINTAIN THE CONFIDENTIALITY OF PATIENT INFORMATION OBTAINED AS A
RESULT OF ITS INTERESTS IN, OR DUTIES WITH RESPECT TO, THE ACCOUNTS AND AS
OTHERWISE MAY BE REQUIRED PURSUANT TO THE BUSINESS ASSOCIATE AGREEMENT.
9.07
NOTICES.
(A)
ANY NOTICES OR CONSENTS REQUIRED OR
PERMITTED BY THIS AGREEMENT SHALL BE IN WRITING AND SHALL BE DEEMED GIVEN IF
DELIVERED IN PERSON OR IF SENT BY TELECOPY OR BY NATIONALLY RECOGNIZED OVERNIGHT
COURIER, OR VIA FIRST CLASS, CERTIFIED OR REGISTERED MAIL, POSTAGE PREPAID, TO
THE ADDRESS OF SUCH PARTY SET FORTH ON THE SIGNATURE PAGES HEREOF, UNLESS SUCH
ADDRESS IS CHANGED BY WRITTEN NOTICE HEREUNDER;
(B)
ANY NOTICE SENT BY LENDER OR BORROWERS, OR
ANY OF THEM, BY ANY OF THE ABOVE METHODS SHALL BE DEEMED TO BE GIVEN WHEN SO
RECEIVED; AND
(C)
LENDER SHALL BE FULLY ENTITLED TO RELY UPON
ANY FACSIMILE TRANSMISSION OR OTHER WRITING PURPORTED TO BE SENT BY ANY
AUTHORIZED OFFICER (WHETHER REQUESTING AN ADVANCE OR OTHERWISE) AS BEING GENUINE
AND AUTHORIZED.
37