MEMORANDUM OPINION AND ORDER
BUCKLO, District Judge.
Morgan Sangamon is an Illinois general partnership that was formed in 1993 by Jerome Cedicci, Michael Perlstein, and Ronald Goodman for the purpose of owning and managing a single piece of real property. The partnership agreement prohibits the admission of an additional or substitute partner without the written consent of all partners. ¶ 7(d)(vi). It also contains an "ipso facto clause...
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