Common use of Closing of Purchase and Sale Clause in Contracts

Closing of Purchase and Sale. The Closing of any purchase and sale of a Partnership Interest pursuant to Article 17.1, 17.2, 17.3, 17.4 or 17.5 of this Agreement shall take place at the principal office of the Partnership, or such other place designated by the General Partner, on the date determined as follows (the "Closing"): (a) In the case of a purchase and sale occurring by reason of the death of a Limited Partner as provided in Article 17.1 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the last to occur of: (i) Qualification of the executor or personal administrator of the deceased Limited Partner's estate; (ii) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (iii) The date that coincides with the close of the Option Period. (b) In the case of a purchase and sale occurring by reason of the occurrence of one of the events described in Article 17.2, 17.3, 17.4 or 17.5 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the later to occur of: (i) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (ii) The date that coincides with the close of the Option Period.

Closing of Purchase and Sale. The Closing of any purchase and sale of a Partnership Interest pursuant to Article 17.1, 17.2, 17.3, 17.4 17.4, 17.5, 17.6 or 17.5 17.7 of this Agreement shall take place at the principal office of the Partnership, or such other place designated by the General Partner, on the date determined as follows (the "Closing"): (a) In the case of a purchase and sale occurring by reason of the death of a Limited Partner as provided in Article 17.1 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the last to occur of: (i) Qualification of the executor or personal administrator of the deceased Limited Partner's estate; (ii) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (iii) The date that coincides with the close of the Option Period. (b) In the case of a purchase and sale occurring by reason of the occurrence of one of the events described in Article 17.2, 17.3, 17.4 17.4, 17.5, 17.6 or 17.5 17.7 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the later to occur of: (i) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (ii) The date that coincides with the close of the Option Period. At the Closing, although not necessary to effect the transfer, the Retiring Limited Partner shall concurrently with tender and receipt of the applicable purchase price, deliver to the purchaser duly executed instruments of transfer and assignment, assigning good and marketable title to the portion or portions of the Retiring Limited Partner's entire Partnership Interest thus purchased, free and clear from any liens or encumbrances or rights of others therein. The parties acknowledge that occurrence of any of the triggering events described in Article 17.1, 17.2, 17.3, 17.4, 17.5, 17.6 or 17.7 and compliance with all the Articles of this Agreement, except the execution of the transfer documents by the Retiring Partner as provided above in this Article 17.9.1, are sufficient to effect the complete transfer of the Retiring Limited Partner's interest and the Retiring Limited Partner shall be deemed to consent to admission of the transferee as a substitute Limited Partner. Notwithstanding the date of the Closing or whether a Closing is successfully held, the transfer of a Partnership Interest of a Retiring Limited Partner shall be deemed to occur as of the Valuation Date as defined in Article 17.8. The deemed transfer is effective regardless of whether the Retiring Limited Partner performs the duties set forth in this Article 17.9.1.

Closing of Purchase and Sale. The Closing of any purchase and sale of a Partnership Interest pursuant to Article 17.118.1, 17.218.2, 17.318.3, 17.4 18.4 or 17.5 18.5 of this Agreement shall take place at the principal office of the Partnership, or such other place designated by the General Partner, on the date determined as follows (the "Closing"): (a) In the case of a purchase and sale occurring by reason of the death of a Limited Partner as provided in Article 17.1 18.1 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the last to occur of: (i) Qualification of the executor or personal administrator of the deceased Limited Partner's estate; (ii) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (iii) The date that coincides with the close of the Option Period. (b) In the case of a purchase and sale occurring by reason of the occurrence of one of the events described in Article 17.218.2, 17.318.3, 17.4 18.4 or 17.5 18.5 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the later to occur of: (i) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (ii) The date that coincides with the close of the Option Period.

Closing of Purchase and Sale. The Closing of any purchase and sale of a Partnership Interest pursuant to Article 17.1, 17.2, 17.3, 17.4 or 17.5 Sections 9.1(a) - (e) of this Agreement shall take place at the principal office of the Partnership, or such other place designated by the General Partner, on the date determined as follows (the "Closing"): (ai) In the case of a purchase and sale occurring by reason of the death of a Limited Partner as provided in Article 17.1 Section 9.1(a) of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the last to occur of: (ia) Qualification of the executor or personal administrator of the deceased Limited Partner's estate; (iib) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (iiic) The date that coincides with the close of the Option Period. (bii) In the case of a purchase and sale occurring by reason of the occurrence of one of the events described in Article 17.2, 17.3, 17.4 or 17.5 Sections 9.1(b) - (d) of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the later to occur of: (ia) The date on which any necessary determination of the purchase price of the Partnership Interest to be purchased has been made; or (ii) The date that coincides with the close of the Option Period.

Closing of Purchase and Sale. The Closing of any purchase and sale of a Partnership Membership Interest pursuant to Article 17.1Section 11.1, 17.211.2, 17.311.3, 17.4 11.4 or 17.5 11.5 of this Agreement shall take place at the principal office of the PartnershipCompany, or such other place designated by the General PartnerManager, on the date determined as follows (the "Closing"): (a) In the case of a purchase and sale occurring by reason of the death of a Limited Partner Physician Member as provided in Article 17.1 Section 11.1 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the last to occur of: (i) Qualification of the executor or personal administrator of the deceased Limited PartnerPhysician Member's estate; (ii) The date on which any necessary determination of the purchase price of the Partnership Membership Interest to be purchased has been made; or (iii) The date that coincides with the close of the Option Period. (b) In the case of a purchase and sale occurring by reason of the occurrence of one of the events described in Article 17.2Section 11.2, 17.311.3, 17.4 11.4 or 17.5 11.5 of this Agreement, the Closing shall be held on the thirtieth day (or if such thirtieth day is not a business day, the next business day following the thirtieth day) next following the later to occur of: (i) The date on which any necessary determination of the purchase price of the Partnership Membership Interest to be purchased has been made; or (ii) The date that coincides with the close of the Option Period. At the Closing, although not necessary to effect the transfer, the Withdrawing Physician Member shall concurrently with tender and receipt of the applicable purchase price, deliver to the purchaser duly executed instruments of transfer and assignment, assigning good and marketable title to the portion or portions of the Withdrawing Physician Member's entire Membership Interest thus purchased, free and clear from any liens or encumbrances or rights of others therein. The parties acknowledge that occurrence of any of the triggering events described in Section 11.1, 11.2, 11.3, 11.4 or 11.5 and compliance with all the Articles of this Agreement, except the execution of the transfer documents by the Withdrawing Member as provided above in this Section 11.7, are -34- sufficient to effect the complete transfer of the Withdrawing Physician Member's interest and the Withdrawing Physician Member shall be deemed to consent to admission of the transferee as a substitute Physician Member. Notwithstanding the date of the Closing or whether a Closing is successfully held, the transfer of a Membership Interest of a Withdrawing Physician Member shall be deemed to occur as of the Valuation Date as defined in Section 11.6. The deemed transfer is effective regardless of whether the Withdrawing Physician Member performs the duties set forth in this Section 11.7.