Common use of Subsequent Legislation Clause in Contracts

Subsequent Legislation. If Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. If Limited Partners shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of such Limited Partners’ interests in the Partnership as provided in this Section 13.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners’ interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice. The Partnership shall pay each Limited Partner for his interest in the Partnership the Valuation Price of such interest calculated as of the date of the notice. At the closing of the purchase, such amount will be paid to each Limited Partner, at the sole and absolute discretion of the General Partner, in a lump sum or in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time to time in the Wall Street Journal or similar reporting service. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the Limited Partners on the first day of the month after thirty (30) days have expired since the Partner’s interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 will be evidenced by promissory notes executed by the General Partner on behalf of the Partnership with recourse solely to the assets of the Partnership and not to the assets of the General Partner.

Appears in 1 contract

Sources: Limited Partnership Agreement (Longview Clinic Operations Company, LLC)

Subsequent Legislation. If the General Partner determines that any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8interpretation. If any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to Partner will purchase all of such the Limited Partners’ interests in the Partnership as provided in this Section 13.411.2. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners’ interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice11.2. The Partnership shall pay each Limited such Partner for his interest in the Partnership the Valuation Price product of such interest calculated as of Limited Partner’s Partnership Percentage and the date of the noticeFormula Value. At the closing of the purchase, such Such amount will be paid to each Limited such Partner, at the sole and absolute discretion of the General Partner, in either a lump sum or in sixty (60) 60 equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time to time as published in the Wall Street Journal or similar reporting serviceJournal. If the General Partner exercises its discretion to pay for a Partnership interest Unit in sixty (60) 60 monthly installments, the first such installment shall be paid to the such Limited Partners Partner on the first day of the month after thirty (30) 30 days have expired since the Partner’s interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The PartnershipGeneral Partner may pre-pay in whole or in part the amount owed without penalty. The General Partner’s obligation to pay the Limited such Partners in sixty (60) 60 equal monthly installments under this Section 13.4 11.2 will be evidenced by nonrecourse promissory notes executed by the General Partner on behalf of the Partnership with recourse solely to the assets of the Partnership and not to the assets of the General Partner.

Appears in 1 contract

Sources: Limited Partnership Agreement (PHC Hospitals, LLC)

Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership or its ownership or operations in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. If any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Limited Partners’ Partner's interests in the Partnership as provided in this Section 13.413.5. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the such adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners' interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice13.5. The Partnership shall pay each Limited Partner for his interest in the Partnership the Valuation Price value of such interest calculated his Capital Account as of the date day of the noticesuch purchase. At the closing of the purchase, such Such amount will be paid to each Limited Partner, Partner at the sole and absolute discretion of the General Partner, in a lump sum or in up to sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to time file reports pursuant to Section 15(d) of the Exchange Act, in the Wall Street Journal restricted or similar reporting serviceunrestricted shares of such securities. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the Limited Partners Partner on the first day of the first month after following the date that is thirty (30) days have expired since after the date the Partner’s 's interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s 's obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 13.5 will be evidenced by nonrecourse promissory notes secured by the Partnership interests purchased and executed by the General Partner on behalf of the Partnership. If the General Partner exercises its discretion to pay for a Partnership with recourse solely interest in the class of IASIS securities registered under the Exchange Act, such securities shall be valued at the average of the closing price of such securities for the fifteen (15) trading days immediately prior to the assets date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.5, the General Partner may elect to dissolve the Partnership and not to the assets of the General Partneras provided in Section 14.1(d) hereof.

Appears in 1 contract

Sources: Limited Partnership Agreement (Southridge Plaza Holdings Inc)

Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership or its ownership or operations in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. If any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Limited Partners’ Partner's interests in the Partnership as provided in this Section 13.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners' interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice. The Partnership shall pay each Limited Partner for his his, her or its interest in the Partnership the Valuation Price of such interest calculated as of the date day of the noticesuch purchase. At the closing of the purchase, such Such amount will be paid to each Limited Partner, Partner at the sole and absolute discretion of the General Partner, in a lump sum or in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to time file reports pursuant to Section 15(d) of the Exchange Act, in the Wall Street Journal restricted or similar reporting serviceunrestricted shares of such securities. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the Limited Partners Partner on the first day of the first month after following the date that is thirty (30) days have expired since after the date the Partner’s 's interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s 's obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 will be evidenced by nonrecourse promissory notes secured by the Partnership interests purchased and executed by the General Partner on behalf of the Partnership. If the General Partner exercises its discretion to pay for a Partnership with recourse solely interest in the class of IASIS securities registered under the Exchange Act, such securities shall be valued at the average of the closing price of such securities for the fifteen (15) 25 <PAGE> trading days immediately prior to the assets date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership and not to the assets of the General Partneras provided in Section 14.1(d) hereof.

Appears in 1 contract

Sources: Limited Partnership Agreement

Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.818.8. If if any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Limited Partners’ interests in the Partnership as provided in this Section 13.414.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 18.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners’ interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice14.4. The Partnership shall pay each Limited Partner for his interest in the Partnership the Valuation Price of such interest calculated as of the date of the noticeinterest. At the closing of the purchase, such Such amount will be paid to each Limited Partner, at the sole and absolute discretion of the General Partner, in a lump sum or sum, in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported announced from time to time by Chase Manhattan Bank as its “prime” or base rate, as such rate may be in the Wall Street Journal effect, or similar reporting servicein restricted shares of Columbia/HCA Healthcare Corporation common stock. If the General Partner exercises exercise its discretion to pay for a Partnership interest in sixty (60) 60 monthly installments, the first such installment shall be paid to the Limited Partners Partner on the first day of the month after thirty (30) days have expired since the Partner’s interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 14.4 will be evidenced by nonrecourse promissory notes executed by the General Partner on behalf of the Partnership. If the General Partner exercises its discretion to pay for a Partnership with recourse solely interest in Columbia stock, such stock shall be valued at the average of the closing price of the Columbia/HCA Healthcare Corporation common stock on the stock exchange for the 5 days prior to the assets purchase of the Partnership and not to the assets of the General Partnerinterests hereunder.

Appears in 1 contract

Sources: Limited Partnership Agreement (Marietta Surgical Center, Inc.)

Subsequent Legislation. (a) If Limited Partners are the Class B Member determines that any Class A Member is prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time Company as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner Class B Member shall attempt to restructure the Partnership Company in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8interpretation. If Limited Partners any Class A Member shall be so prohibited from owning an interest in the Partnership Company and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership Company cannot be so restructured, the General PartnerClass B Member will purchase such Class A Members’ interests in the Company. If the number of Class A Members whose interest is required to be purchased pursuant to the preceding sentence is, in the opinion of the Class B Member, substantial, the Class B Member, in its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of such Limited Partnersthe Class A Members’ interests in the Partnership as provided in Company. The Class B Member shall pay each Member whose interest is to be purchased pursuant to this Section 13.410.2.2(a) for his interest in the Company (i) the appraised value of the Company, as determined by an independent third-party appraiser selected by the Class B Member, times (ii) the Class A Member’s Sharing Percentage. Additionally, if The cost of the appraiser shall be borne by the Company. (b) If the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor payer programs or otherwise materially and adversely affects the manner in which the Partnership Company or its Affiliates shall operate their businesses, the General Partner Class B Member shall attempt to restructure the Partnership in accordance with Section 17.8 Company to eliminate the adverse effect and if, in if the reasonable judgment of the General Partner, the Partnership Company cannot be so restructured, the General PartnerClass B Member, at its sole and absolute discretion, shall have the option to purchase all of the Class A Members’ interests in the Company. In addition, upon any liquidation of the Company, the Class B Member, in its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners’ interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the noticeClass A Units. The Partnership Class B Member shall pay each Limited Partner Member whose interest is to be purchased pursuant to this Section 10.2.2(b) for his interest in the Partnership Company (i) the Valuation Price of such interest calculated as appraised value of the date Company, as determined by an independent third-party appraiser selected by the Class B Member, times (ii) the Class A Member’s Sharing Percentage. The cost of the notice. At the closing of the purchase, such amount will be paid to each Limited Partner, at the sole and absolute discretion of the General Partner, in a lump sum or in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time to time in the Wall Street Journal or similar reporting service. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment appraiser shall be paid to the Limited Partners on the first day of the month after thirty (30) days have expired since the Partner’s interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 will be evidenced by promissory notes executed borne by the General Partner on behalf of the Partnership with recourse solely to the assets of the Partnership and not to the assets of the General PartnerCompany.

Appears in 1 contract

Sources: Operating Agreement (PHC Hospitals, LLC)

Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership or its ownership or operations in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. If any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Limited Partners’ Partner's interests in the Partnership as provided in this Section 13.413.5. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the such adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners' interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice13.5. The Partnership shall pay each Limited Partner for his interest in the Partnership the Valuation Price of such interest calculated as of the date day of the noticesuch purchase. At the closing of the purchase, such Such amount will be paid to each Limited Partner, Partner at the sole and absolute discretion of the General Partner, in a lump sum or in up to sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to time file reports pursuant to Section 15(d) of the Exchange Act, in the Wall Street Journal restricted or similar reporting serviceunrestricted shares of such securities. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the Limited Partners Partner on the first day of the first month after following the date that is thirty (30) days have expired since after the date the Partner’s 's interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s 's obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 13.5 will be evidenced by nonrecourse promissory notes secured by the Partnership interests purchased and executed by the General Partner on behalf of the Partnership. If the General Partner exercises its discretion to pay for a Partnership with recourse solely interest in the class of IASIS securities registered under the Exchange Act, such securities shall be valued at the average of the closing price of such securities for the fifteen (15) trading days immediately prior to the assets date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.5, the General Partner may elect to dissolve the Partnership and not to the assets of the General Partneras provided in Section 14.1(d) hereof.

Appears in 1 contract

Sources: Limited Partnership Agreement (Southridge Plaza Holdings Inc)

Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership or its ownership or operations in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. If any Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Limited Partners’ Partner's interests in the Partnership as provided in this Section 13.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Limited Partners' interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice. The Partnership shall pay each Limited Partner for his his, her or its interest in the Partnership the Valuation Price of such interest calculated as of the date day of the noticesuch purchase. At the closing of the purchase, such Such amount will be paid to each Limited Partner, Partner at the sole and absolute discretion of the General Partner, in a lump sum or in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to time file reports pursuant to Section 15(d) of the Exchange Act, in the Wall Street Journal restricted or similar reporting serviceunrestricted shares of such securities. If the General Partner exercises its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the Limited Partners Partner on the first day of the first month after following the date that is thirty (30) days have expired since after the date the Partner’s 's interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership’s 's obligation to pay the Limited Partners in sixty (60) equal monthly installments under this Section 13.4 will be evidenced by nonrecourse promissory notes secured by the Partnership interests purchased and executed by the General Partner on behalf of the Partnership. If the General Partner exercises its discretion to pay for a Partnership with recourse solely interest in the class of IASIS securities registered under the Exchange Act, such securities shall be valued at the average of the closing price of such securities for the fifteen (15) trading days immediately prior to the assets date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership and not to the assets of the General Partneras provided in Section 14.1(d) hereof.

Appears in 1 contract

Sources: Limited Partnership Agreement (Southridge Plaza Holdings Inc)

Subsequent Legislation. If any Class C Limited Partner’s or any Class B Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8. interpretation.. If any Class B Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Class B Limited Partners’ interests in the Partnership as provided in this Section 13.47.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government govermnent or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Class C Limited Partners’ and or Class B Limited Partners’ interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice7.4. The Partnership shall pay each Limited such Partner for his interest in the Partnership the Valuation Price of such interest calculated as of the date of the noticeinterest. At the closing of the purchase, such Such amount will be paid to each Limited such Partner, at the sole and absolute discretion of the General Partner, in a lump sum or sum, in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time to time in the Wall Street Journal or similar reporting servicePrime Rate. If the General Partner exercises exercise its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the such Limited Partners Partner on the first day of the month after thirty (30) days have expired since the Partner’s interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership may pre-pay in whole or in part the amount owed without penalty. The Partnership’s obligation to pay the Limited such Partners in sixty (60) equal monthly installments under this Section 13.4 7.4 will be evidenced by nonrecourse promissory notes executed by the General Partner on behalf of the Partnership with recourse solely to the assets of the Partnership and not to the assets of the General PartnerPartnership.

Appears in 1 contract

Sources: Partnership Agreement (PHC Hospitals, LLC)

Subsequent Legislation. If any Class C Limited Partner's or any Class B Limited Partners are prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time as a result of the enactment of any statute, regulation or other law or the judicial or administrative interpretation of any existing or future statute, regulation or other law, the General Partner shall attempt to restructure the Partnership in order to comply with such enactment or interpretation in accordance with the provisions of Section 17.8interpretation. If any Class B Limited Partners Partner shall be so prohibited from owning an interest in the Partnership and referring patients to the Hospital at the same time and, in the reasonable judgment of the General Partner, the Partnership cannot be so restructured, the General Partner, in its sole and absolute discretion, shall have the option to cause the Partnership to will purchase all of such the Class B Limited Partners' interests in the Partnership as provided in this Section 13.47.4. Additionally, if the enactment of any statute, regulation or other law relating to physician ownership in the Partnership or the judicial or administrative interpretation of any existing or future statute, regulation or law relating to physician ownership in the Partnership shall have the effect of limiting reimbursement of health care costs through government or other payor programs or otherwise materially and adversely affects the manner in which the Partnership or its Affiliates shall operate their businesses, the General Partner shall attempt to restructure the Partnership in accordance with Section 17.8 to eliminate the adverse effect and if, in the reasonable judgment of the General Partner, if the Partnership cannot be so restructured, the General Partner, in at its sole and absolute discretion, shall have the option to cause the Partnership to purchase all of the Class C Limited Partners' and or Class B Limited Partners' interests in the Partnership as provided in this Section 13.4. If the General Partner causes the Partnership to exercise the option to repurchase all of the Limited Partners’ interests as provided herein, the General Partner shall so notify the Limited Partners and the Partnership shall close such purchases thirty (30) days following the date of the notice7.4. The Partnership shall pay each Limited such Partner for his interest in the Partnership the Valuation Price of such interest calculated as of the date of the noticeinterest. At the closing of the purchase, such Such amount will be paid to each Limited such Partner, at the sole and absolute discretion of the General Partner, in a lump sum or sum, in sixty (60) equal monthly payments with simple interest on the unpaid principal balance at the prime rate reported from time to time in the Wall Street Journal or similar reporting servicePrime Rate. If the General Partner exercises exercise its discretion to pay for a Partnership interest in sixty (60) monthly installments, the first such installment shall be paid to the such Limited Partners Partner on the first day of the month after thirty (30) days have expired since the Partner’s 's interest in the Partnership had been terminated, with subsequent installments paid on the first day of each successive month thereafter until paid in full. The Partnership may pre-pay in whole or in part the amount owed without penalty. The Partnership’s 's obligation to pay the Limited such Partners in sixty (60) equal monthly installments under this Section 13.4 7.4 will be evidenced by nonrecourse promissory notes executed by the General Partner on behalf of the Partnership with recourse solely to the assets of the Partnership and not to the assets of the General PartnerPartnership.

Appears in 1 contract

Sources: Agreement of Limited Partnership (Province Healthcare Co)