William and Arlene G. Kingston - Page 12

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            to that portion of the amounts due for which no partner had                               
            personal liability.  In other words, in the event that the                                
            Limited Recourse Note was not paid in full by the partnership,                            
            any remaining unpaid portion of such note would be that for which                         
            the partners had assumed personal liability.  Under such                                  
            circumstances, the partners would be called upon to pay their pro                         
            rata share of the unpaid amounts due on the Limited Recourse                              
            Note.                                                                                     
                  Pursuant to the provisions of the Purchase Agreement, the                           
            Additional Equipment Wrap Lease was assigned to the partnership                           
            by Hambrose.  Consequently, the rental payments under the                                 
            Additional Equipment Wrap Lease were paid by Charterhouse                                 
            directly to the partnership.                                                              
            The Partnership                                                                           
                  The partnership was organized in March 1985, under the laws                         
            of the State of Connecticut, to engage in the equipment leasing                           
            business.  Investments in the partnership were offered through a                          
            private offering memorandum (POM).  The partnership offered 70                            
            units of partnership interests at a price of $40,000 per unit.                            
            The purchase price was payable in full in cash on subscription or                         
            payable $9,200 cash and the balance payable by two Investor Notes                         
            in the amount of $15,400 each, bearing 12-percent interest                                
            (payable annually).  The principal of each of these Investor                              







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Last modified: May 25, 2011