AGREEMENT OF LIMITED PARTNERSHIP OF TERRE HAUTE MOB, L.P

Exhibit 3.336

AGREEMENT OF LIMITED PARTNERSHIP

OF

TERRE HAUTE MOB, L.P.

This AGREEMENT OF LIMITED PARTNERSHIP (“Agreement”) is entered into and shall be effective as of the 30th day of December, 2004, by and between Terre Haute Regional Hospital, L.P., a Delaware limited partnership, HSS Holdco, LLC, a Delaware limited liability company, and Healthtrust, Inc. - The Hospital Company, a Delaware corporation, pursuant to the provisions of the Indiana Limited Partnership Act (the “Act”), on the following terms and conditions:

ARTICLE I.

THE PARTNERSHIP

1.1 Formation . The Partners hereby agree to organize the Partnership as a limited partnership pursuant to the provisions of the Act and upon the terms and conditions set forth in this Agreement. Simultaneous with the execution of this Agreement, Terre Haute Regional Hospital, L.P., HSS Holdco, LLC and Healthtrust, Inc. - The Hospital Company shall be admitted as General Partners and Terre Haute Regional Hospital, L.P. shall be admitted as a Limited Partner.

1.2 Name . The name of the Partnership shall be Terre Haute MOB, L.P., and all business of the Partnership shall be conducted in such name or, in the discretion of the Managing General Partner, under any other name, provided that the name of the Partnership and the name in which its business is conducted shall in no event include the name of any Partner or any Affiliate of any Partner or any trade name associated with the business of any Partner or any Affiliate of any Partner.

1.3 Purpose/Powers .

(a) The purpose of the Partnership is to provide a business structure wherein the Partners can combine their knowledge, expertise and resources and engage in the business of operating and managing the assets of the Partnership and make such additional investments and engage in such additional business endeavors as the Partners may unanimously agree, and engage in any and all activities related or incidental thereto.

(b) The Partnership shall have the power to do any and all acts necessary, appropriate, proper, advisable, incidental or convenient to or in furtherance of the purpose of the Partnership and shall have without limitation, any and all powers that may be exercised on behalf of the Partnership by the General Partners pursuant to Section 1.8(c) and Article V.

1.4 Principal Place of Business/Registered Address . The principal place of business of the Partnership shall be One Park Plaza, Nashville, Tennessee 37203. The registered office of the Partnership in the State of Indiana is 251 E. Ohio St., Suite 1100, Indianapolis, Indiana 46204 and the name of the Registered Agent at this address is CT Corporation System.

1.5 Term . The term of the Partnership shall continue until the earlier of (i) the winding up and liquidation of the Partnership and its business is completed following a Liquidating Event, as provided in Article XI; or (ii) December 31, 2050.

1.6 Title to Partnership Property . All Partnership Property shall be owned by the Partnership as an entity and no Partner shall have any ownership interest in such Property in its individual name or right, and each Partner’s interest in the Partnership shall be personal property for all purposes. Except as otherwise provided in this Agreement, the Partnership shall hold all of its Property in the name of the Partnership and not in the name of any Partner.

1.7 Payments of Individual Obligations . The Partnership’s credit and assets shall be used solely for the benefit of the Partnership, and no asset of the Partnership shall be transferred or encumbered for or in payment of any individual obligation of any Partner.

1.8 Independent Activities; Transactions with Affiliates .

(a) The General Partners shall be required to devote only such time to the affairs of the Partnership as such General Partner determines in its sole discretion may be necessary to manage and operate the Partnership, and the General Partners, shall be free to serve any other Person or enterprise in any capacity that it may deem appropriate in its discretion.

(b) To the extent permitted by applicable law and except as otherwise provided in this Agreement, the General Partners, when acting on behalf of the Partnership, are hereby authorized to purchase property from, sell property to, or otherwise deal with any Partner, acting on its own behalf, or any Affiliate of any Partner, provided that any such purchase, sale or other transaction shall be in the ordinary cause of the Partnership’s business and shall be made on terms and conditions which are no less favorable to the Partnership than if the sale, purchase or other transaction had been entered into with an independent third party.

(c) Each Partner and any Affiliate thereof may also lend money to, borrow money from, act as a surety, guarantor or endorser for, guarantee or assume one or more specific obligations of, provide collateral for, and transact other business with the Partnership and, subject to other applicable law, has the same rights and obligations with respect thereto as a Person who is not a Partner provided that if a Partner acts as surety, guarantor, or endorser for a Partnership obligation, such act shall be at no cost to the Partnership. The existence of these relationships and acting in such capacities will not result in any Limited Partner being deemed to be participating in the control of the business of the Partnership or otherwise affect the limited liability of the Limited Partner.

1.9 Definitions . Capitalized words and phrases used in this Agreement have the following meanings:

(a) “Act” means the Indiana Limited Partnership Act, as set forth in the Indiana Code, Title 23, Article 16, as amended, modified or supplemented from time to time (or any corresponding provisions of succeeding law).

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(b) “Affiliate” means, with respect to any Person, (i) any Person directly or indirectly controlling, controlled by, or under common control with such Person, (ii) any officer, director, or General Partners of such Person, or (iii) any Person who is an officer, director, general partner, or trustee of any Person described in clauses (i) and (ii) of this sentence. For purposes of this definition, the term “controls,” “is controlled by,” or “is under common control with” shall mean the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person or entity, whether through the ownership of voting securities, by contract or otherwise.

(c) “Agreement” or “Partnership Agreement” means this Agreement of Limited Partnership, as amended from time to time. All references in this Agreement to “Section” or “Sections” are to a section or sections of this Agreement unless otherwise specified.

(d) “Capital Account” means, with respect to any Partner, the Capital Account maintained for such Partner in accordance with the following provisions:

(i) To each Partner’s Capital Account there shall be credited such Partner’s Capital Contributions, such Partner’s distributive share of Profits and the amount of any Partnership liabilities assumed by such Partner or which are secured by any Property distributed to such Partner.

(ii) To each Partner’s Capital Account there shall be debited the amount of cash and the value of any Property distributed to such Partner pursuant to any provision of this Agreement, such Partner’s distributive share of Losses and the amount of any liabilities of such Partner assumed by the Partnership or which are secured by any property contributed by such Partner to the Partnership.

(iii) In the event all or a portion of an Interest is transferred in accordance with the terms of this Agreement, the transferee shall succeed to the Capital Account of the transferor to the extent it relates to the transferred Interest.

(e) “Capital Contribution” means, with respect to any Partner, the amount of money and the fair value of any property (other than money) contributed to the Partnership by such Partner (or its predecessors in Interest) with respect to the Interest held by such Partner, including the deemed Capital Contribution described in Section 2.1 hereof.

(f) “Effective Date” means the date first written above.

(g) “Fiscal Year” means the Partnership’s annual accounting period ending on December 31 of each year.

(h) “General Partner” means any Person who (i) has become a General Partner pursuant to the terms of this Agreement, and (ii) has not, at any given time, ceased to be a General Partner pursuant to the terms of this Agreement. “General Partners” means all such Persons.

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(i) “Interest” means any interest in the Partnership representing some or all of the Capital Contributions made by a Partner pursuant to Article II, including any and all benefits to which the holder of such an interest may be entitled as provided in this Agreement, together with all obligations of such Partner to comply with the terms and provisions of this Agreement.

(j) “Limited Partner” means any Person who (i) has become a Limited Partner pursuant to the terms of this Agreement, and (ii) has not, at any given time, ceased to be a Limited Partner. “Limited Partners” means all such Persons. All references in this Agreement to a majority or a specified percentage of the Limited Partners shall mean Limited Partners holding more than fifty percent (50%) or such specified percentage, respectively, of the Interests then held by all Limited Partners.

(k) “Liquidating Event” shall have the meaning set forth in Section 11.1.

(l) “Losses” has the meaning set forth in the definition of “Profits” and “Losses.”

(m) “Managing General Partner” shall mean any General Partner selected by all of the General Partners to act on behalf of all of the General Partners. As of the date hereof, the General Partners have selected HSS Holdco, LLC to act as Managing General Partner.

(n) “Net Cash Flow” means the gross cash proceeds of the Partnership less the portion thereof used to pay or establish reserves for all Partnership expenses, debt payments, capital improvements, replacements, and contingencies, all as determined by the General Partner. “Net Cash Flow” shall not be reduced by depreciation, amortization, cost recovery deductions, or similar allowances, but shall be increased by any reductions of reserves previously established pursuant to the first sentence of this definition.

(o) “Partners” means all General Partners and all Limited Partners, where no distinction is required by the context in which the term is used herein. “Partner” means any one of the Partners. All references in this Agreement to a majority or a specified percentage of the Partners shall mean Partners holding more than fifty percent (50%) or such specified percentage, respectively, of the Interests.

(p) “Partnership” means the partnership organized pursuant to this Agreement and the partnership continuing the business of this Partnership pursuant to Section 11.1 in the event of dissolution as herein provided.

(q) “Partnership Property” or “Property” means all real and personal property owned by the Partnership and any improvements thereto, and shall include both tangible and intangible property.

(r) “Percentage Interest” means, with respect to any Partner, as of any date, that Partner’s share, expressed as a percentage in the profits, capital and assets of the Partnership. The initial Percentage Interest of each Partner is set forth in Section 2.1. In the event all or any portion of an Interest is transferred in accordance with the terms of this Agreement, the transferee shall succeed to the Percentage Interest of the transferor to the extent it relates to the transferred Interest.

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(s) “Permitted Transfer” shall have the meaning set forth in Section 9.2.

(t) “Person” means any individual, partnership (whether general or limited and whether domestic or foreign), limited liability company, corporation, trust, estate, association, custodian, nominee or other entity.

(u) “Profits” and “Losses” means, for each Fiscal Year, an amount equal to the Partnership’s taxable income or loss for such Fiscal Year, with the following adjustments:

(i) Any income of the Partnership that is exempt from federal income tax and not otherwise taken into account in computing Profits or Losses pursuant to this definition of “Profits” and “Losses” shall be added to such taxable income or loss;

(ii) Any expenditures of the Partnership that are not deductible for federal income tax purposes and not otherwise taken into account in computing Profits or Losses pursuant to this definition of “Profits” and “Losses” shall be subtracted from such taxable income or loss;

(v) “Reconstitution Period” shall have the meaning set forth in Section 11.1.

(w) “Transfer” means, with respect to all or any portion of an Interest, as a noun, any voluntary or involuntary transfer, sale, or other disposition and, as a verb, voluntarily or involuntarily to transfer, sell, or otherwise dispose of.

(x) “Wholly Owned Affiliate” of any Person means (i) an Affiliate of such Person 100% of the capital stock (or its equivalent in the case of entities other than corporations) of which is owned beneficially by such Person, directly, or indirectly through one or more Wholly Owned Affiliates, or by any Person who, directly or indirectly, owns beneficially 100% of the capital stock (or its equivalent in the case of entities other than corporations) of such Person, and (ii) an Affiliate of such Person who, directly or indirectly, owns beneficially 100% of the capital stock (or its equivalent in the case of entities other than corporations) of such Person; provided that, for purposes of determining the ownership of the capital stock of any Person, de minimis amounts of stock held by directors, nominees and similar persons pursuant to statutory or regulatory requirements shall not be taken into account.

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ARTICLE II.

PARTNER’S CAPITAL CONTRIBUTIONS

2.1 Partners . The name, address, capital contribution and initial Percentage Interest of the Partners are as follows:

2.2 Capital Contributions . None of the Partners shall be required to make any additional contributions of capital to the Partnership, although the Partners may from time to time agree to make additional contributions to the Partnership,

2.3 Other Matters .

(a) Except as otherwise provided in this Agreement or in the Act, no Partner shall demand or receive a return of its Capital Contributions or withdraw from the Partnership without the consent of all Partners. Under circumstances requiring a return of any Capital Contributions, no Partner shall have the right to receive property other than cash except as may be specifically provided herein.

(b) Provided that the Limited Partners act in accordance with the terms of this Agreement, the Limited Partners shall not be liable for the debts, liabilities, contracts, or any other obligations of the Partnership. Except as otherwise provided by any other agreements among the Partners or mandatory provisions of applicable state law, a Limited Partner shall not be required to lend any funds to the Partnership or to make any additional Capital Contributions to the Partnership.

(c) No General Partner shall have any personal liability for the repayment of any Capital Contributions of any Limited Partner.

ARTICLE III.

ALLOCATIONS

3.1 Profits . Profits for any Fiscal Year shall be allocated among the Partners in accordance with their respective Percentage Interests.

3.2 Losses . Losses for any Fiscal Year shall be allocated among the Partners in accordance with their respective Percentage Interests.

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ARTICLE IV.

DISTRIBUTIONS

4.1 Net Cash Flow . Except as otherwise provided in Section 11.2, Net Cash Flow, if any, shall be distributed at such times as determined by the General Partners. All distributions of Net Cash Flow shall be made to the Partners in proportion to their respective Percentage Interests.

4.2 Amounts Withheld . The General Partners are authorized to withhold from distributions, or with respect to allocations, to the Partners and to pay over to any federal, state, local or foreign government any amounts required to be so withheld pursuant to any provisions of federal, state, local or foreign law, and shall allocate any such amounts to the Partners with respect to which such amount was withheld.

ARTICLE V.

MANAGEMENT

5.1 Authority of the General Partner . Subject to the limitations and restrictions set forth in this Agreement including, without limitation, those set forth in this Article V, the General Partners shall direct the business and affairs of the Partnership and in so doing shall manage, control and have all of the rights and powers which may be possessed by general partners under the Act.

5.2 Right to Rely on the General Partner .

(a) Any Person dealing with the Partnership may rely (without duty of further inquiry) upon a certificate signed by any General Partner as to:

(i) The identity of the General Partners or any Limited Partner;

(ii) The existence or nonexistence of any fact or facts which constitute a condition precedent to acts by the General Partners or which are in any other manner germane to the affairs of the Partnership;

(iii) The Persons who are authorized to execute and deliver any instrument or document of the Partnership; or

(iv) Any act or failure to act by the Partnership or any other matter whatsoever involving the Partnership or any Partner.

(b) The signature of the General Partners shall be necessary and sufficient to convey title to any property owned by the Partnership or to execute any promissory notes, trust deeds, mortgages, or other instruments of hypothecation, and all of the Partners agree that a copy of this Agreement may be shown to the appropriate parties in order to confirm the same, and further agree that the signature of any General Partners shall be sufficient to execute any “statement of partnership” or other documents necessary to effectuate this or any other provision of this Agreement. All of the Partners do hereby appoint the General Partners as their attorney-in-fact for the execution of any or all of the documents described in this Section 5.2(b).

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5.3 Duties and Obligations of the General Partner .

(a) The General Partners shall cause the Partnership to conduct its business and operations separate and apart from that of the General Partners or any of their Affiliates, including, without limitation, (i) segregating Partnership assets and not allowing funds or other assets of the Partnership to be commingled with the funds or other assets of, held by, or registered in the name of, the General Partners or any of its Affiliates, (ii) maintaining books and financial records of the Partnership separate from the books and financial records of the General Partners and its Affiliates, and observing all Partnership procedures and formalities, including, without limitation, maintaining minutes of Partnership meetings and acting on behalf of the Partnership only pursuant to due authorization of the Partners, (iii) causing the Partnership to pay its liabilities from assets of the Partnership, and (iv) causing the Partnership to conduct its dealings with third parties in its own name and as a separate and independent entity.

(b) The Managing General Partner shall take all actions which may be necessary or appropriate (i) for the continuation of the Partnership’s valid existence as a limited partnership and its qualification to do business under the laws of the State of Indiana and any other jurisdiction in which such existence or qualification is necessary to protect the limited liability of the Limited Partners or to enable the Partnership to conduct the business in which it is engaged or to perform its obligations or exercise its rights under any agreement to which it is a party and (ii) for the accomplishment of the Partnership’s purposes, including the acquisition, management, development, maintenance, preservation, and operation of Partnership Property in accordance with the provisions of this Agreement and applicable laws and regulations. Without limitation of the foregoing, the Managing General Partner shall cause the Partnership to maintain all licenses, permits, registrations, authorizations, use agreements, consents, orders or approvals of governmental or quasi-governmental agencies and authorities (whether federal, state, local, municipal or foreign) necessary to own its properties and to conduct its activities in accordance with all applicable laws, rules, regulations and orders.

(c) Except as otherwise provided in Section 1.8, the General Partners shall be under a fiduciary duty to conduct the affairs of the Partnership in the best interests of the Partnership including, without limitation, the safekeeping and use of all of the Partnership Property and the use thereof for the exclusive benefit of the Partnership and will not conduct the affairs of the Partnership so as to benefit any other business now owned or hereafter acquired by any Partner if such conduct also produces a detriment to the Partnership.

(d) The General Partners shall cause to be provided, or cause the Partnership to carry, such insurance as is customary in the business in which the Partnership is engaged and in the places in which it is so engaged.

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5.4 Indemnification of the Partners . The Partnership shall indemnify the General Partners against any loss or threat of loss as a result of any claim or legal proceeding related to the performance or non-performance of any act concerning the business or activities of the Partnership to the maximum extent permitted under the Act. The indemnification authorized by this Section 5.4 shall include payment of reasonable attorneys’ fees, court costs and other reasonable expenses incurred in settling any such claim or threatened action, in paying any judgment of any court or in removing any lien affecting the property of the General Partner. All indemnities provided for in this Agreement shall survive the transfer of a Partner’s Interest.

5.5 Expenses . The General Partners may charge the Partnership, and shall be reimbursed, for any reasonable direct expenses incurred in connection with the Partnership’s business and payable to Persons other than the General Partners o