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2. General Partner Change. The withdrawal, removal, and/or replacement of <br />the general partner of the Borrower by the limited partner pursuant to the terms of the <br />Partnership Agreement shall not constitute a default under any of the Loan Documents, and <br />any such actions shall not accelerate the maturity of the City Note or the Agency Note, <br />provided that any required substitute general partner is reasonably acceptable to Agency and <br />City, and is selected with reasonable promptness. <br />3. Transfer of Limited Partner Interests. Nothing in the Loan Documents <br />shall limit the ability of Borrower's limited partners to transfer, sale or assign ownership <br />interests within the limited partner. In addition, the transfer, sale or assignment of limited <br />partnership interests in Borrower to any entity in which Enterprise Community Investment <br />Inc., or an affiliate thereof, has an ownership interest, directly or indirectly and manages <br />directly or indirectly the affairs of such entity shall be a permitted transfer and shall not <br />require the consent or approval of the City or the Agency. <br />4. Replacement of Management Agent. The City and Agency acknowledge <br />that Borrower's investor limited partner has the right to remove the management agent <br />pursuant to Section 9.02 of the Partnership Agreement and the City and Agency shall not <br />unreasonably withhold their consent to such removal and the replacement of the <br />management agent. <br />5. Notices. All notices to Borrower's limited partner shall be sent to the <br />following address unless otherwise directed by the investor limited partner in writing: <br />Wincopin Circle LLLP, its successors and assigns <br />Enterprise Community Investment, Inc. <br />10227 Wincopin Circle, Suite 810 <br />Columbia, MD 21044 <br />Attention: General Counsel <br />1194386-5 <br />~~ <br />