|
Exhibit
3.234
GENERAL PARTNERSHIP
AGREEMENT
OF
NASHVILLE SHARED SERVICES
GENERAL PARTNERSHIP
The undersigned parties being
all of the partners (the “Partners”) of NASHVILLE
SHARED SERVICES GENERAL PARTNERSHIP (the
“Partnership”), a Delaware general partnership, hereby
agree to form the Partnership and hereby agree that the ownership
interests in the Partnership and the capital contributions of the
Partners are as follows:
|
|
|
|
|
|
|
|
Name and
Address
|
|
Percent
Ownership |
|
|
Capital
Contribution |
|
HSS Systems, LLC
One Park Plaza
Nashville, Tennessee
37203
|
|
97 |
% |
|
$ |
4,370,617 |
|
|
|
|
Healthtrust, Inc. – The
Hospital Company
One Park Plaza
Nashville, Tennessee
37203
|
|
2 |
% |
|
$ |
90,116 |
|
|
|
|
HSS Holdco, LLC
One Park Plaza
Nashville, Tennessee
37203
|
|
1 |
% |
|
$ |
45,058 |
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
$ |
4,505,791 |
|
|
|
|
|
|
|
The capital contribution of
HSS Systems, LLC consisted of the assets (net of liabilities) shown
on Exhibit A hereto, the value of which the Partners hereby
agree to. The capital contributions of Healthtrust, Inc. –
The Hospital Company and HSS Holdco, LLC were made in cash. None of
the Partners shall be required to make any additional contribution
of capital to the Partnership, although the Partners may from time
to time agree to make additional contributions to the
Partnership.
The Partnership may engage in
any lawful business permitted by the Delaware Revised Uniform
Partnership Act of the State of Delaware, including without
limitation, acquiring, owning, operating, selling, leasing, and
otherwise dealing with real property and healthcare
businesses.
The Partnership shall be
terminated and dissolved upon the mutual agreement of the
Partners.
Prior to the dissolution of
the Partnership, no Partner shall have the right to receive any
distributions of or return of its capital contribution.
All distributions and all
allocations of income, gains, losses and credits shall be made in
accordance with the ownership percentage of each
Partner.
None of the Partners shall be
permitted to withdraw from the Partnership or transfer, assign, or
pledge their interest in the Partnership without the prior written
consent of the other Partners, which consent may be withheld in
such Partner’s sole discretion.
This Partnership Agreement
may be amended upon the mut
|
