Investment Research Associates - Page 434




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          limited recourse obligations, the payor was personally liable                
          only for the interest and principal under the note due during the            
          times, and only during the times, and in the amounts and only to             
          the extent of such amounts, as set forth in schedule A thereto,              
          without giving effect to the deferred payments, if any.                      
               Under this provision, recourse obligations were determined              
          as of the date and occurrence of default.  Under schedule A, the             
          maximum amount of recourse obligation as of January 1, 1988, was             
          zero.  The balance of the obligation was nonrecourse, and the                
          payee looked only to the collateral for payment.                             
               The purchase agreement between Pluto and Cedilla Invest. was            
          made pursuant to a certificate of resolutions of the                         
          corporations' board of directors attested to by Meyers.                      
               On December 30, 1979, Funding International purportedly                 
          agreed to a collateral assignment of the lease with respect to               
          the computer leasing equipment to Cedilla Invest., subject to the            
          leases of Funding International.  The result of the assignment               
          was that Cedilla Invest. received the payments under the existing            
          leases from the end users.  In December 1979, Cedilla Invest. and            
          Funding International entered into an agreement of lease and a               
          remarketing agreement regarding the computer leasing equipment.              
               The term of the lease between Cedilla Invest. and Funding               
          International was through December 31, 1988.  Under the lease,               
          the lessee could replace equipment subject thereto.                          






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