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(b) The sale, lease, exchange, mortgage, pledge or other <br /> transfer of all or a substantial part of the Development before <br /> and after the termination of the 15 -year compliance period under <br /> Section 42 of the Code. <br /> (c) The incurrence of indebtedness, unless in the ordinary <br /> course of business, excluding those obligations set forth in <br /> Sections 5.7 and 7.5. <br /> (d) The refinancing of the Mortgages. <br /> (e) A material change in the nature of the Partnership's <br /> business or any act that would make it impossible to carry on the <br /> Partnership's ordinary business. <br /> (f) After the removal of a sole General Partner, an election <br /> to continue the Partnership's business and to admit a new General <br /> Partner. <br /> (g) The admission of a General Partner or an election to <br /> continue the Partnership's business after a General Partner <br /> ceases to be a General Partner (other than by removal) where <br /> there is no remaining or surviving General Partner. <br /> (h) The admission of any additional limited partners. <br /> (i) Any amendment to this Agreement. <br /> In addition to the foregoing, the Limited Partners shall <br /> have the right to remove the General Partner, in accordance with <br /> the requirements of Section 8.3, by a vote of more than <br /> two thirds (2/3) of the Percentage Interests held by the Limited <br /> Partners. <br /> 8.2. Consent of General Partner; Effect of Approval. <br /> The matters specified in subparagraphs (f) and (g) of <br /> -44- <br />