What To Consider When Buying a Practice

The Price

It depends on what you’re buying. If all of the practice income is from personal services performed by the selling physician, the answer is generally “not a lot.” The price typically consists of (1) the value of the fixed assets (e.g. equipment, furniture), and (2) maybe a little more in order to avoid the cost of starting up a new practice from scratch. In the event, however, the practice also generates income from services that are not personally provided by the selling doctor, the price is increased to account for this “passive revenue.” How much? Maybe the amount of one year’s profit from that ancillary service.


Practice purchase take one of two forms: (1) stock purchase, or (2) asset purchase. Buyers that buy the stock of a medical practice are rare because the buyers get all the liabilities associated with the stock of the selling practice. Most practice purchases are asset purchases, which makes it easier to say what you’re buying, what you’re not buying, which liabilities you want to assume (e.g. leases) and which ones you don’t want to assume. Sellers often prefer stock purchases because the seller gets better tax treatment on the purchase price (capital gains instead of ordinary income) than sellers who sell just their assets.


There are two ways to pay for a practice: (1) on a pre-tax basis, or (2) on a post-tax basis. Employed physicians who become owners of a medical practice employer are often familiar with pre tax purchases because they have a portion of their salaries or bonuses applied to the purchase price, instead of getting the income, paying tax on it, then writing the seller a check. Sellers usually favor getting paid with the buyer’s after tax dollars, but often compromise and agree to accept at least a portion of the purchase price on a pre-tax basis via some sort of compensation offset.

Now that you know the big issues, you need to know how it’s done. The process generally involves the following:

1. Letter of intent;
2. Legal documents; and
3. Negotiating the documents.

Letter of Intent

Before people jump into a complex transaction (and pay lawyers lots of money), they usually like to “rough out” the deal points in a non binding document a few pages long which describes the guts of the transaction. In a medical practice LOI, those points are usually:

1. What is being sold (assets or stock);
2. Whether the accounts receivable are included or not-usually not;
3. The purchase price;
4. How it’s paid;
5. Whether the seller will stay on in the practice and if so, how he/she will be paid for working for the practice;
6. The restrictive covenants (e.g. noncompete) that will apply to the seller.

The Legal Documents

In an asset sale, the parties can expect: an asset purchase agreement; a promissory note (if payments will be made over a period of time); a security agreement (if there is a promissory note); a noncompetition agreement; and an employment agreement for the seller (if the seller will stay on). In a stock purchase, you will have a stock purchase agreement instead of an asset purchase agreement, plus a few other more minor documents.

The guts of the key transaction document are (1) the reps and warranties, and (2) the indemnification provisions. Reps and warranties are basically promises made by the seller about the practice. A buyer will wants loads and loads of them. indemnifications are essentially obligations of a seller to pay a buyer for harm that comes to the buyer which relate to the practice before the buyer bought it.

Noncompetes are often essential terms of a practice purchase. A buyer doesn’t want the seller hanging around soliciting patients or practicing across the street. Generally, the term runs two to five years and the geographic scope depends on the specialty and the market where the practice is located.

Negotiating the Documents

Very simple: everything is negotiable. Everything. That said, there are certain things the are usually set in stone. For instance, the buyer is gonna pay something over some period of time. The noncompete will apply for a period of time over a certain geographic area. Though a buyer will want a millions reps and warranties, they will probably be negotiated down. The indemnification provision may contain a “basket” and a “cap” so that the first dollar of damage may not be passed to the seller and the total amount may be limited. Though physicians may consider a practice sale or purchase to be a minor thing, they can be shocked at the complexity and intricacy of such issue as Medicare liability and recoupment issues. Moreover, even once the documents are negotiated, preparing all the disclosures and attachments to the documents is extremely time-consuming, whether the practice costs $1 or $10 Million. All the “i”s have to be dotted and the details attended to.


Practice purchases are a fact of life and will likely increase as the healthcare marketplace evolves. Agreeing on the core issues is important and just starts the ball rolling. Be prepared to engage a lawyer and accountant that have lots of experience doing these sorts of transactions.

Do You Know That Over The Counter Age Spot Remover Is A Waste Of Money?

I was enraged when I first encountered the truth about over the counter age spot remover; I am sure you too might be using some or the other over the counter age spot remover but have you ever taken a step back and evaluated its effectiveness and value for money? If not, then it is time to face some hard facts about these products.

Did it ever occur to you that what ingredients are present in the cream that you use day in and day out? Did you ever try to find out if the cream that you are using is safe?

The reason all these questions never occur to you because you were always told the opposite. You were always told that these creams are safe and good for you, and like everyone else you too believed what you were told.

Next time you are out to buy an over the counter age spot remover try reading its ingredients list. This list contains all the ingredients that are present in the cream. It is forced by law to publish these ingredients on the product label. Here is a small and disturbing list of ingredients, which are used commonly in age spot removers.


All these are harmful to the skin and many other organs of our body. There are many campaigns running across the nation to ban the use of these ingredients in cosmetic products. Some of these ingredients are so harmful that not only do they damage the body of mothers; some of them are so intense that they damage the developing fetus in the mother’s womb.

It is in your interest to stay away from such harmful products. One action that common person like you and I can take is that we stop using such products. Once the demand of such products decreases dramatically then these companies will have to stop manufacturing such dangerous products.

I have taken a pledge to stop the use of over the counter age spot remover. I am doing my bit by educating other too. Are you doing your part? Well, the first step is to acknowledge that there exists a problem. Now that you are aware that such products are not good. Are you ready to move on to the next step?

If yes, then tell as many people as you can about harmful effects of over the counter age spot remover and promote the use of Uncategorized products. This is the only way you and I can make a difference. Do not waste any more time, log on to internet to learn about Uncategorized products and start using them right away.

Most Common Cosmetic Dentistry Procedures

These days, technological and medicinal advancements have made many different cosmetic dental procedures possible. These procedures give patients a better-looking smile overall and can help to improve their self confidence as well. So if you are unhappy with the current state of your teeth, you may want to consider speaking with your dentist about the possibility of having one or more of the following common cosmetic dental procedures performed.

The most common type of cosmetic dental procedure that people get done involves whitening of the teeth. There are different specific procedures offered to achieve this goal, ranging from traditional tooth bleaching to newer laser whitening techniques. The effects of teeth whitening can last anywhere from a couple of years to decades, depending on how well the patient takes care of their teeth following the procedure. However, it is not uncommon for patients to return for further whitening procedures to get their teeth looking their absolute whitest.

Another common type of cosmetic dental procedure involves that of reshaping teeth. This is specifically common in situations where dental trauma has occurred. For example, a patient may seek teeth reshaping after being hit in the mouth, perhaps while playing a sport, and suffering from a chipped tooth. In many cases, a dentist can use special tools to file the tooth down or to otherwise reshape it so that it looks as normal as possible. In addition, having this procedure done reduces the chance of further injury, as chipped teeth can be dangerously sharp and lead to cuts and other mouth injuries.

Another common procedure that is similar to reshaping is known as bonding. This is often done as a way of replacing pieces of teeth that has been lost from chipping or gradual wear. In bonding, a dentist uses a special composite that resembles enamel and applies it to the surface of the afflicted tooth. Once it dries and hardens, the new enamel blends in with the existing tooth and gives it the correct shape and overall appearance.

The placement of veneers is also a very common cosmetic dental procedure. These are often done as a last resort, such as when a tooth will simply not take to teeth whitening procedures or the damage to a tooth is too severe to use bonding enamel or reshaping techniques. Veneers are a bit more of an involved dental procedure, as they involve inserting custom-made porcelain duplicates of teeth. These are adhered directly to an existing tooth, but it is usually necessary to file down the existing tooth almost entirely. Individual veneers are common, though people who have severe tooth decay or other problems may end up with several veneers.

Above are some of the most common cosmetic dental procedures these days. If any of these sound appealing to you, then you should speak with your dentist to find out whether you would be a good candidate for the particular procedure that you are considering. From there, you can take the next steps needed to achieve your ideal smile!

Everything About Payday Loans

The statement that a payday loan will be your sheet anchor when you desperately require cash is rather sketchy. They, without any doubt, have got their very own positive factors. Nonetheless there are actually many disadvantages to this type of financial loans. I personally try to step back from this form of lending services. Nonetheless let us evaluate pretty much all advantages and drawbacks of these loans to create an objective view on this credit service.

In actual fact, payday loans are money advances. When you get caught up in between your pay days with no money in your purse, you desperately require some funds from an outside source. Moreover if you are faced with various unpredicted expenses, you have got very poor credit rating, and credit cards aren’t any option for you, a payday loan is what exactly will be able to assist you to make it through until you obtain your next paycheck.

Dealing with such kind of financing is merely like dealing with pretty much any other loan. You simply borrow a certain amount of cash with a commitment to return it back at the pre-agreed fee and rate.

Payday Loans Costs

Different creditors sanction loans at various fees and rates. And this particular problem actually is a drawback of these loans. You will often shell out from $ 15 – $ 30 for receiving $ 100. In terms of interest you would require to pay, it’s really drop-dead enormous. The interest rates range in between 390% and 780%. And this is really the worst part with regard to these loans. Let’s now proceed to the more pleasant aspects.

Applying for a Payday Loan

The procedure for payday loans application is very simple. You can execute it on the Web, or go to a loan office. You complete a loan application and give a few personal details for a loan provider to make a loan decision. The requirements are usually pretty much the same: you have to be at least 18 or above, need to have a stable employment with a minimum monthly income of $ 1,000, and also a checking bank account. You will, quite possibly, be asked to give your social security number, copies of bank accounts and pay stubs. In case you fulfill all the specifications, you can be positive that you would be approved for a loan. Thereafter you normally have got to hang around for 24 hours (or less in some instances) and you will have the access to your cash.

Payday Loans Positives and Negatives

Payday loans really are a solution for cash-strapped individuals. In the event that you desperately want to get hold of some cash and you need the same fast, using a payday loan is certainly much better than stealing a bank. Another nice thing with regard to such sort of loans is that by getting one you do not expose yourself to a long term obligation, such as whenever managing a typical bank (when you get a mortgage, a car loan, or a reward charge card). You’ve got to pay back the money borrowed soon after you receive your next paycheck. Usually, the ceiling on the highest possible sum of money you can borrow is $ 2,500. Therefore, this is one more advantage of such loans. You just won’t bury yourself in big debts. And payday loans end up being significantly less expensive as compared to bounced checks.

So, when you have a heap of bills to pay one day and no credit line or cash available for doing it, consider getting a payday loan. It is usually a good backup strategy for you. However be responsible with respect to paying it off on time, otherwise, you will encounter big charges and might get the sticky end of the stick. Recollect payday loans primarily in some cases of unexpected emergency, not whenever you feel like purchasing a new designer’s suit or jewelry.

Benefits Of A Travel Nurse

The nursing career has been one of the most in demand jobs these days. There are so many people taking up nursing because of the job security that it provides to the people. There is only one disadvantage with this, and that is you will have a hard time choosing the field that you want.

One of the best nursing careers that people are considering is becoming travel nurse. This career is the most interesting and fun nursing career there is. Do not worry, because you will still be able to fulfil your dream of becoming a nurse and helping people. Anyone can be a travel nurse, as long as she is willing to work in a far place, then this is a perfect choice for you.

There are really some places where the supply of nurses is very scarce. Due to the high demand for nursing, there are really some places which find it hard to cater to this demand. As a result, these hospitals hire nurses from other places where the supply if nurses is high.

What is so unique about this field is that you will get to travel to different places. This is why it is perfect for nurses who would love to travel to far places. Part of travelling includes learning about different cultures. This is one thing that you can get when you work as a travel nurse. You will be able to work with doctors, nurses and patients who have grown up with a different culture. The sights in foreign places are a must-see when you work as a travel nurse. This is a privilege which you can enjoy once you are working abroad.

The work of a nurse can range from a temporary to a permanent job. They can be assigned just to fill in temporarily for the vacancies in the hospital for at least 8 weeks and can go on for months. There are times when the nurses are hired permanently because they have shown a good performance in their work. This decision depends on you and your employer if you are willing to work there permanently.

There are agencies which recruit nurses and send them to different locations. It is always recommended for aspiring travelling nurses to apply to these agencies for a number of reasons. They have the contacts of the top hospitals where you will be able to work in. You will have more chances of getting into these hospitals when you apply for an agency rather than finding the job on your own. They will also be the one to fix your papers when you are ready to work for the hospitals. You passports, licenses and documents will be ready in no time.

Agencies offer compensation for nurses who wish to work abroad. They will be in charge of the expenses for the lodging, accommodations, transport and even travel facilities. You do not need to search for a place to stay because these agencies already give you a house when you get there. You do not have to spend money on these things which can really be advantageous for you. You even receive allowances besides from your salary. Various insurances are also included in your compensation packages. There are health as well as retirement insurances which you can get from these agencies.

It is always good to try to apply to nursing agencies because they ensure that you are well taken care of. They do not only provide you with work, but they also make sure that you will still be taken care of a even after you retire.

One important thing about travel nurses is the salary that they receive. Their pay on the average is about $20 to $40 a day. Besides from this, they are often paid during day-off from work. See why travel nursing has been one of the most chosen nursing careers there is?

If you are thinking of choosing this career, you must be ready to live alone. Most travel nurses often get homesick so you need to be ready to face this. There are certain ways in which you can deal with this, so make sure that you are prepared to deal with this. You can enjoy the place and make new friends. You can explore the sights and places and enjoy travelling alone. You can make friends and do this together. If you are with someone from there, it will be easier for you to travel and deal with the people. Plus you will not feel alone in a foreign place.

A tip that might be helpful if you will work as a travel nurse is you need to do your research. Since you will face a whole new set of people, culture and places, it can be beneficial if you gather a little information about them. This will be a lot easier for you when you get there. You can learn a little about their language so that you can speak a little and understand some of the words they use.

One more tip is that you should go the place at least a week before the date when you will start to work. This will allow you to adjust to the environment there. If the time zones are different, you may need a few days to adjust your sleeping time. Also, you can familiarize with the route that you will take going to work or to the marketplace. These are the things which will help you when you work there. This will cause you to start your first day at work smoothly and will prevent you from having any delays.

Working as a travel nurse is one of the recommended career paths which you should take. This combines fun with work. This is one of the few careers that will be able to allow you to travel and at the same time earn money. So if you are unsure which career path you will take, work as a travel nurse and you will not regret your decision.

How To Spot Cocaine Addiction

There is no definitive way to spot if someone you know has an addiction to cocaine, but if you suspect that this may be the case, then there are some signs that you should be looking out for. Some are easier to spot than others.

If the individual in question seems to be getting a lot of nosebleeds, and this was never the case previously, then this should be a cause for concern. Nosebleeds are one of the classic signs that a person is using large amounts of cocaine on a regular basis, as the drug will begin to damage or even destroy the lining of the nasal passages. A runny or blocked nose can also occur with regular use of cocaine, and may actually present as symptoms before the nosebleeds begin.

The person in question may be undergoing a dramatic change in personality, losing interest in people that they would previously have seen on a regular basis, and giving up on activities that they used to enjoy. Cocaine has become the most important thing in the life of the addict, replacing everything else.

A common feature of people addicted to cocaine, and sometimes other drugs as well, is that they will stop going to work, school or college, and may end up losing their job if the situation becomes too bad. Linked to this may be financial problems, which are bound to become worse if they do lose their job. An addict will think nothing of spending all the money they have to obtain more cocaine, which may not be immediately obvious. However, if you notice that they are looking to borrow money or sell their possessions, then this should be a very big cause for concern.

Changes in mood can also be a sign of cocaine use and addiction. When cocaine has been taken recently, a person will tend to be extremely happy and talkative, chatting regardless of whether anybody is paying attention or not. This is known as a cocaine high, and can last anywhere between fifteen and thirty minutes. Once the feeling of being high has worn off, the cocaine user will feel short of energy, possibly depressed, and a lack of mental clarity may set in. The only way to prevent this from happening is to take some more cocaine, and it will be apparent that this is the case if the person disappears to find some privacy. If cocaine has been used over a long period of time, in large amounts, then it is likely that the person will sleep excessively for several days.

If excessive amounts of cocaine have been used over an extended period of time, then it is possible that paranoia can begin to set in. Sometimes, panic attacks can occur, with symptoms of chest pains and heavy sweating. A normal social setting may also cause feelings of anxiety.

Another sign that may indicate a drug addiction, whether cocaine or something else, is if the person has largely replaced all of their friends with new people that you have not met before. This is because a drug addict will begin to spend time with other drug addicts, who will not ask questions or try to prevent drugs from being used. When a friend begins to take drugs and forms an addiction, this is always going to be a difficult situation.

If cocaine is used for a long period of time, then you will start to notice physical differences in the person. One of the most obvious will be weight loss. Cocaine reduces the appetite dramatically, so as the drug use increases, the amount of food being eaten will drop rapidly. Weight loss is a classic symptom of cocaine use and abuse.

The 9ff GTurbo 1200 With Custom Porsche Wheels

One of the most proficient Porsche models on the racetrack is the 911 GT3. It is designed specifically after the GT3 RSR race cars that Porsche uses in motorsports worldwide and is built to handle fast corners with ease. But the downfall of the 911 GT3 was that it wasn’t exactly a straight-line performance car, until the German car tuning specialists at 9ff transformed it with the GTrubo 1200. The new upgrade program gives the Uncategorizedly-aspirated engine a powerful twin-turbocharger upgrade to go along with a modified chassis, new Porsche wheels, and a special exhaust.

The standard engine that comes in the 911 GT3 is a Uncategorizedly-aspirated 3.8-liter that was designed after the racing engines used in the 911 GT3 RSRs sold by the German automaker. The high-revving flat-six cylinder engines were given a complete makeover thanks to 9ff with a new twin-turbocharger system that drastically increases output. The engine was bored out to 3.9 liters of displacement, reinforced with new steel pistons and rods, given upgraded camshafts and a new crankshaft, and fed with a new carbon fiber air box that fits onto a refinished intake manifold. A new exhaust system with sport catalytic converters, downpipes, mufflers, and quad tips helps to reduce backpressure and ensure that the turbochargers spool up quicker. After an ECU tune, the engine sends 1,200 horsepower at 8,100 RPM and 848 lb-ft. of torque at 5,800 RPM to each of the rear custom Porsche wheels. This blistering power output allows for the 9ff GTurbo 1200 to reach 62 mph in just 3.3 seconds, 124 mph in 7.1 seconds, and a top speed of 250 mph.

The power increase also necessitated that the chassis be upgraded. The transmission, driveshafts, and differential were all replaced with stronger units to handle 1,200 horsepower. The standard Porsche wheels were removed and new forged rims were installed with a center-locking mechanism similar to those used in race cars. In addition, new carbon ceramic brakes used in more powerful Porsche models were retrofitted to the 9ff GTurbo and a special Bilstein suspension was installed to allow for variable height, bound, and rebound settings. The finishing touch is a set of Continental Vmax tires fitted to the Porsche wheels that can handle the 200+ mph top speeds.

The cockpit of the new 9ff GTurbo 1200 features a more sport-oriented atmosphere. The two front seats were removed and replaced with special bucket seats that hold passengers in place better and are outfitted with alcantara. The dashboard, door panels, and center arm rest were each trimmed in a mix of leather and alcantara.

The new 9ff GTurbo upgrade conversion that includes the twin-turbocharged engine rebuild, new suspension, custom Porsche wheels, and unique interior design is currently available worldwide.

Why an Over the Counter Age Spot Remover is Your Best Choice

Let’s face it. Anti aging skin care is big business and the market for it is huge. Whether you are considering an over the counter age spot remover or looking into some of the more radical medical procedures such as skin peels, you need to understand that not all companies have your health as their highest priority.

You would think that medical professionals, of all people would focus on doing what is best for your skin, but that just isn’t true. Are you aware that a skin peel is basically done by burning a layer of skin off by the use of an acid?

As if it makes it any better, they do say the burning sensation only lasts 7 or 8 minutes. This makes no sense to me. Why are these companies not showing their clients ways to build healthy skin? Well, for one reason, there is much more money to be made by performing expensive medical procedures than there is in the healthier, more gradual methods of removing age spots.

Even the manufacturer of an over the counter age spot remover may not have your best interest in mind. Many of these contain substances that are hard on the skin as they attempt to bleach away brown spots in the skin.

When you look for age spot removers, look for Uncategorized products that are designed to build healthy skin while they fade the unsightly spots. Ingredients like Extropone nutgrass root and Uncategorized vitamin E are two essential ingredients in an over the counter age spot remover that you will want to look for.

Vitamin E helps lighten the skin while Extrapone nutgrass root has been shown to inhibit the formation of melanin, the skin pigment responsible for brown coloration. In clinical studies, these two wonderful substances have been shown to work together to fade age spots gradually with no harsh side effects.

An over the counter age spot remover that combines these ingredients with Uncategorized moisturizers that nourish the skin and other substances like Cynergy TK will gradually build collagen levels, fade age spots and wrinkles, and build healthier tissue, providing much better long term results than any of the other treatments we have discussed.

Get That Perfect Pair of Horse Boots to Enjoy a Smooth Ride!

People fond of riding horses very well understand the importance of good horse boots. A horse riding boot is footwear worn for the purpose of riding on horses. Classic riding boots have been used since ages immemorial and refer to those that rise as high as the knees to protect the legs from being pinched by the leathers of the saddle. These boots also have a well-built toe that protects the rider’s feet when on the ground, and are also combined with high heels prevent riders from slipping through the stirrup.

But again all boots are not the same. There are several different kinds of horse riding events or sports and there are different boots to go with it. Wearing the correct horse boots for a specific sport or style is an essential element for each horse rider. It has been seen all throughout history that most societies have used horses combined with special clothing and boots in order to make best user of the horses. There are different sorts of boot styles and a very famous one amongst those is paddock boots. These boots have always been associated with aristocracy and luxury and have been worn by very famous people. Paddock boots use laces on the front and a heel.

Though there are various sorts of riding boots; horse boots are mainly divided into two categories, namely English and Western. The English boots are made with soft leather that is of high quality. English boots consist of different styles like tall boots that come up to your knees and paddock boots that come just above the ankle and provide the lower leg with more flexibility. The long ones also come in different styles and look quite graceful.We also have Jodhpur boots that are worn with Jodhpur trousers that come down to the ankles.

The Western boots are also available as long and short types. They are normally made of leather with a solid heel and sometimes have a decorative pattern on the calf area. Western boots always will come up to your calf. These are usually made of cowhide but sometimes even materials like alligator or snakeskin are used. Perfect and suitable horse boots are very important both for the rider as well as the horse to avoid accidents and injuries.

Effects of stress

Do you have problems with anxiety or stress?You must know all effects of stress. Stress isn’t some thing that isn’t important and if you think that it is you will be in trouble. Stress can result on your healthy and that is very bad. You can have problem with healthy because you didn’t rid of your problems and stress.
Usually when you have stress your heart beats faster you are upset and you increase blood pressure.
But more about that below. There are lot of advices and effects that I will explain to you below
1.You have to think that you will relief stress and he will gone. That isn’t so hard. Just relax and think on better stuffs and don’t say that you have problems with stress anymore and forgot about them. There are much stress reliefs techniques that you can choose and help yourself. Choose what is best for you and enjoy. You will see that is very helpful.
2.Also you maybe think that when you drink alcohol or smoke cigarets you help to relief stress. But that isn’t good. You can become depend from cigarets or alcohol and that will produce more stress,depression and problems. So you have to find the healthier ways and reliefs techniques to rid of stress.
3.I already said that you must find the best relief technique for you. That is very important because it isn’t your body exactly same like with some other man or woman. That is important because not everyone experience stress in the same way.
4.You probably don’t know but stress can result on your physical look. That mean that you can look older than you are and I know that anyone want that. So relax you wont do anything if you think just on your problems.
5.You can help in reducing stress if you change some your usually things that you do. For change you can start do exercises or take a diet. That will motivate you and you will feel better. Maybe your stress is reduced by some bad things that you do and change them if you think that they aren’t good.