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receiver of his estate, if any, or, if he dies, his executor, <br /> administrator, trustee, or any individual who acquires the <br /> Partnership interest by will or intestate succession, or, if he <br /> is adjudicated incompetent, his committee, guardian or <br /> conservator, shall become a substitute Limited Partner in the <br /> place of the terminated Limited Partner as of the end of the day <br /> in which the General Partner receives certified evidence of the <br /> successor's authority and a copy of this Agreement executed by <br /> the successor. <br /> 10.4 Binding on Successors. <br /> Subject to the provisions of this Section 10, the rights <br /> and obligations of the Partners under this Agreement shall inure <br /> to the benefit of and bind their respective heirs, successors and <br /> assigns. <br /> 10.5 Conditions to Substitutions. <br /> An Assignee shall not be entitled to vote on Partnership <br /> matters and shall not have any other rights of a Partner other <br /> than his right to Profits, Losses, Low Income Housing Credits, <br /> and Distributions, unless and until the General Partner admits <br /> the Assignee as a substituted Partner pursuant to this Section <br /> 10.5. An Assignee shall not become a substituted Partner until <br /> the Assignee (a) pays all legal expenses of the Partnership <br /> incurred in connection with his substitution; (b) submits a duly <br /> executed instrument of assignment, in a form satisfactory to the <br /> General Partner, (i) specifying the Partnership interest assigned <br /> to it, and (ii) setting forth the assigning Partner's Intention <br /> that the Assignee succeed to the assigning Partner's Partnership <br /> -56- <br />