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Exhibit
3.46
AMENDED AND
RESTATED
AGREEMENT OF LIMITED
PARTNERSHIP
OF
COLUMBIA MEDICAL CENTER OF
ARLINGTON SUBSIDIARY, L.P.
The undersigned parties,
being all of the partners (the “Partners”) of COLUMBIA
MEDICAL CENTER OF ARLINGTON SUBSIDIARY, L.P. (the “Limited
Partnership”), a Texas limited partnership, hereby continue
the Limited Partnership pursuant to the provisions of the Texas
Revised Limited Partnership Act (the “Act”), hereby
amend and restate the partnership agreement of the Limited
Partnership and hereby agree that the ownership interests in the
Limited Partnership are as follows:
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Name and
Address
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Percentage
Ownership
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SOLE GENERAL PARTNER:
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Columbia North Texas
Subsidiary GP, LLC
13455 Noel Road, Twentieth
Floor
Dallas, Texas
75240
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.01 |
% |
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SOLE LIMITED PARTNER:
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Columbia North Texas
Healthcare System, L.P.
13455 Noel Road, Twentieth
Floor
Dallas, Texas
75240
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99.99 |
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The capital contributions of
the Partners shall be as reflected in the Partnership’s books
and records. Neither Partner shall be required to make any
additional contributions 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 Act, including
without limitation, acquiring, constructing, developing, owning,
operating, selling, leasing, financing and otherwise dealing with
real property and healthcare businesses.
The address of the registered
office of the Limited Partnership in the State of Texas is c/o
Corporation Service Company, d/b/a CSC-Lawyers Incorporating
Service Company, 400 N. St. Paul Street, Dallas, Texas 75201 and
the name and address of the registered agent for service of process
on the Limited Partnership in the State of Texas is Corporation
Service Company d/b/a CSC-Lawyers Incorporating Service Company,
400 N. St. Paul Street, Dallas, Texas 75201. The address of the
principal office when records are required to be kept or made
available is 13455 Noel Road, 20th Floor, Dallas, Texas
75240.
The Limited Partnership shall
be terminated and dissolved upon the earlier of (i) the mutual
agreement of the Partners or (ii) December 31,
2050.
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
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