Additional and Substitute General Partners; Transfer by General Partner. No Person may be admitted to the Partnership as an additional or substitute general partner (and the General Partner or any additional or substitute general partner shall not cause or permit a Transfer of all or any portion of its interests hereunder or admit any additional or substitute general partner) without the prior written consent or ratification of all the Limited Partners. The consent of all the Limited Partners shall be deemed to have been given in the event (and each Limited Partner agrees to provide a written consent or ratification to such admission, substitution or other Transfer as requested by the General Partner) such additional general partner, substitute general partner or other transferee has been approved of by a Majority in Interest of the Limited Partners. Without limiting any other provisions contained herein, no general partner (including, without limitation, the General Partner) shall be entitled to Transfer all of its Units or to withdraw from being a general partner of the Partnership unless following such Transfer or withdrawal at least one general partner of the Partnership having the authority granted to the General Partner hereunder (and subject to the requirements of Section 3.4 hereof) shall remain in place. To the fullest extent permitted by Law, any purported admission, withdrawal or removal of the General Partner that is not in accordance with this Agreement shall be null and void.
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