Common use of EXERCISE OF HEALTHFIRST OPTIONS Clause in Contracts

EXERCISE OF HEALTHFIRST OPTIONS. In the event that Baylor elects to cause THVG2 not to exercise any HealthFirst Option, or if Baylor does not consent to allow THVG2 to exercise any HealthFirst Option within 30 days prior to the expiration of such HealthFirst Option, such HealthFirst Option shall be deemed to have been conveyed to USP and USP shall be free to exercise such HealthFirst Option and to own the assets acquired thereby (and any other partnership interest in the partnership that is the subject of such HealthFirst Option thereafter acquired by USP) independent of THVG1, THVG2, Baylor and its affiliates notwithstanding any contrary provisions set forth in the THVGl Regulations, the THVG2 Regulations or any other agreement that may otherwise be applicable. USP shall not be obligated to pay any consideration to THVG2 or Baylor for the transfer of any such HealthFirst Option to USP pursuant to this Section 13.4. Nothing in this Section 13.4, or any transfer of a HealthFirst Option to USP pursuant hereto, shall affect any Management Agreement between THVG2 and the partnership that is the subject of such HealthFirst Option or the THVG2 Management Agreement as it relates to Baylor and USP providing services to THVG2 in connection with such Management Agreement between THVG2 and such partnership.