Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership 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 Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Limited 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 the Partnership cannot be so restructured, the General Partner, 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. The Partnership shall pay each Limited Partner for his, her or its interest in the Partnership the Valuation Price of such interest as of the day of such 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 interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted 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 Partner on the first day of the first month following the date that is thirty (30) days after the date the Partner's interest in the Partnership 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Samples: Limited Partnership Agreement (Southridge Plaza Holdings Inc)
Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership 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 Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Limited 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 the Partnership cannot be so restructured, the General Partner, 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. The Partnership shall pay each Limited Partner for his, her or its interest in the Partnership the Valuation Price of such interest as of the day of such 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 interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted 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 Partner on the first day of the first month following the date that is thirty (30) days after the date the Partner's interest in the Partnership 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Samples: Limited Partnership Agreement
Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership 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 Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Limited 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 the Partnership cannot be so restructured, the General Partner, 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 13.413.5. The Partnership shall pay each Limited Partner for his, her or its his interest in the Partnership the Valuation Price value of such interest his Capital Account as of the day of such 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 up to sixty (60) equal monthly payments with interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted 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 Partner on the first day of the first month following the date that is thirty (30) days after the date the Partner's interest in the Partnership 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.413.5, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Samples: 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 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 17.8interpretation. If any Class B Limited Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Class B Limited Partner's 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 the Partnership cannot be so restructured, the General Partner, 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 13.47.4. The Partnership shall pay each Limited such Partner for his, her or its his interest in the Partnership the Valuation Price of such interest as of the day of such purchaseinterest. Such amount will be paid to each Limited Partner 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 interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted shares of such securitiesRate. 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 Partner on the first day of the first month following the date that is after thirty (30) days after the date 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Samples: Agreement of Limited Partnership (Province Healthcare Co)
Subsequent Legislation. If any Class C Limited Partner’s or any Class B Limited Partners are prohibited from owning an interest in the Partnership 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. interpretation.. If any Class B Limited Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Class B Limited Partner's 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 the Partnership cannot be so restructured, the General Partner, 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 13.47.4. The Partnership shall pay each Limited such Partner for his, her or its his interest in the Partnership the Valuation Price of such interest as of the day of such purchaseinterest. Such amount will be paid to each Limited Partner 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 interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted shares of such securitiesRate. 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 Partner on the first day of the first month following the date that is after thirty (30) days after the date 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership 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 17.818.8. If if any Limited Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Limited Partner's 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 the Partnership cannot be so restructured, the General Partner, 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 13.414.4. The Partnership shall pay each Limited Partner for his, her or its his interest in the Partnership the Valuation Price of such interest as of the day of such purchaseinterest. 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 sum, in sixty (60) equal monthly payments with interest on the unpaid principal balance at the Prime Rate orrate announced from time to time by Chase Manhattan Bank as its “prime” or base rate, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Actas such rate may be in effect, or in restricted or unrestricted shares of such securitiesColumbia/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 Partner on the first day of the first month following the date that is after thirty (30) days after the date 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's ’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 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 interest in the class of IASIS securities registered under the Exchange ActColumbia stock, such securities stock shall be valued at the average of the closing price of such securities the Columbia/HCA Healthcare Corporation common stock on the stock exchange for the fifteen (15) trading 5 days immediately prior to the date purchase of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereofinterests hereunder.
Appears in 1 contract
Samples: Limited Partnership Agreement (Marietta Surgical Center, Inc.)
Subsequent Legislation. If any Limited Partners are prohibited from owning an interest in the Partnership 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 Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership will purchase all the Limited 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 the Partnership cannot be so restructured, the General Partner, 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 13.413.5. The Partnership shall pay each Limited Partner for his, her or its his interest in the Partnership the Valuation Price of such interest as of the day of such 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 up to sixty (60) equal monthly payments with interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted 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 Partner on the first day of the first month following the date that is thirty (30) days after the date the Partner's interest in the Partnership 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.413.5, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereof.
Appears in 1 contract
Samples: Limited Partnership Agreement (Southridge Plaza Holdings Inc)
Subsequent Legislation. If the General Partner determines that any Limited Partners are prohibited from owning an interest in the Partnership 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 17.8interpretation. If any Limited Partner shall be so prohibited from owning an interest in the Partnership and the Partnership cannot be so restructured, the Partnership General Partner will purchase all the Limited Partner's 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 the Partnership cannot be so restructured, the General Partner, 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 13.411.2. The Partnership shall pay each Limited such Partner for his, her or its his interest in the Partnership the Valuation Price product of such interest as of Limited Partner’s Partnership Percentage and the day of such purchaseFormula Value. Such amount will be paid to each Limited Partner 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 interest on the unpaid principal balance at the Prime Rate or, provided that IASIS has a class of securities registered under Section 12 of prime rate as published in the Exchange Act and is required to file reports pursuant to Section 15(d) of the Exchange Act, in restricted or unrestricted shares of such securitiesWall Street Journal. 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 Partner on the first day of the first month following the date that is thirty (30) after 30 days after the date 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's General 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 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 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 date of such purchase. Notwithstanding anything to the contrary contained in this Section 13.4, the General Partner may elect to dissolve the Partnership as provided in Section 14.1(d) hereofPartner.
Appears in 1 contract