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sell, assign, mortgage, grant a security interest in or pledge <br />its Partnership Interest or any assets of the Partnership, or <br />otherwise dispose of its Partnership Interest; (b) borrow or lend <br />money on behalf of the Partnership; (c) assign, transfer or <br />pledge any debts due to the Partnership or release any debts due, <br />except as payment in full; or (d) do any act detrimental to the <br />Partnership business or which would make it impossible to carry <br />on such business. <br /> <br />ARTICLE X <br /> <br />ADDITIONAL PARTNERS <br /> <br /> Except as otherwise provided in this Agreement, additional <br />partners may be admitted only upon the unanimous consent of all <br />Partners. <br /> <br />ARTICT.R XI <br />CONVEYANCE <br /> <br /> Any deed, deed of trust, bill of sale, lease, contract of <br />sale or other instrument purporting to convey or encumber the <br />assets of the Partnership in their entirety or any portion of any <br />real or personal property at any time held in its name, must be <br />signed by all of the Partners. <br /> <br />ARTICLE XII <br /> <br />GENERAL PROVISIONS <br /> <br /> 12.1 Arbitration. Except as otherwise provided in this <br />Section 12.1, any controversy or claim arising out of or relating <br />to this Agreement, or to the interpretation, breach or <br />enforcement thereof, shall be submitted to arbitration in <br />Cabarrus County, North Carolina, in a manner agreed upon by the <br />parties then in interest, or in default of such agreement, in <br />accordance with the Uniform Arbitration Act as then in effect in <br />the State of North Carolina. Notwithstanding the foregoing, <br />there shall be no arbitration with respect to the following <br />matters: (i) the appraisers' determination under Section 7.5 of <br />the fair market value of real property owned by the P~rtnership, <br />since such determination is final and conclusive on all parties; <br />(ii) the book value and purchase price determinations made by the <br />Partnership Account under Section 7.5, since such determination <br />is final and conclusive on all parties; and (iii) any decisions <br />made in accordance with the voting procedures described in <br />Section 6.1. <br /> <br /> 12.2 Notices. Ail notices, statements, requests, demands, <br />responses and other communications under this Agreement shall be <br />in writing. Whenever provision is made in this Partnership <br /> <br />16 <br /> <br /> <br />