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Exhibit
3.164
AGREEMENT OF LIMITED
PARTNERSHIP
OF
HSS VIRGINIA,
L.P.
The undersigned parties being
all of the partners (the “Partners”) of HSS VIRGINIA,
L.P. (the “Limited Partnership”), a Virginia limited
partnership, hereby agree that the ownership interests in the
Limited Partnership and the capital contribution of the Partners
are as follows:
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Name and
Address
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Percent
Ownership |
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Capital
Contribution |
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GENERAL PARTNERS:
HSS Holdco, LLC
One Park Plaza
Nashville, Tennessee
37203
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1 |
% |
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$ |
34,880 |
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HSS Systems VA,
LLC
One Park Plaza
Nashville, Tennessee
37203
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1 |
% |
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$ |
34,880 |
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SOLE LIMITED
PARTNER:
HSS Systems VA,
LLC
One Park Plaza
Nashville, Tennessee
37203
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98 |
% |
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$ |
3,418,275 |
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Total |
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$ |
3,488,035 |
The capital contribution of
HSS Systems VA, LLC consisted of the assets (net of liabilities)
shown on Exhibit A hereto, the value of which the Partners
hereby agree to. The capital contribution of HSS Holdco, LLC was
made in cash. None of the Partners shall be required to make any
additional contribution of capital to the Limited Partnership,
although the Partners may from time to time agree to make
additional contributions to the Limited Partnership.
The Limited Partnership may
engage in any lawful business permitted by the Virginia Revised
Uniform Limited Partnership Act (the “Act”), including
without limitation, acquiring, owning, operating selling, leasing,
and otherwise dealing with real property and healthcare
businesses.
The address of the principal
office of the Limited Partnership is One Park Plaza, Nashville,
Tennessee 37203, and the name of the registered agent and the
address of the registered office for service of process on the
Limited Partnership in the Commonwealth of Virginia is Beverley L.
Crump, Esq., 11 South 12th Street, Richmond, Virginia,
23219.
The Limited Partnership shall
be terminated and dissolved upon the earlier of (i) the mutual
agreement of the Partners or (ii) December 31,
2051.
EXECUTED effective as of the
2nd day of January, 2001.
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| GENERAL PARTNERS: |
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| HSS SYSTEMS VA, LLC, |
| a Delaware limited liability company |
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| By: |
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/s/ John Franck |
| Name: |
|
John M.
Franck II |
| Title: |
|
Vice
President |
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| HSS HOLDCO, LLC, |
| a Delaware limited liability company |
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| By: |
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/s/ R. Milton
Johnson |
| Name: |
|
R. Milton
Johnson |
| Title: |
|
Vice
President |
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| LIMITED PARTNER: |
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| HSS SYSTEMS VA, LLC, |
| a Delaware limited liability company |
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| By: |
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/s/ John Franck |
| Name: |
|
John M.
Franck II |
| Title: |
|
Vice
President |
2
EXHIBIT A
HSS Virginia, L.P.
Assets Contributed
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