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agreement of limited partnership with respect to the partnership
(the TFV limited partnership agreement or the agreement). The
agreement contains provisions substantially identical to the
provisions of the AVA limited partnership agreement set forth
supra in section III.A.2.
3. Agreement To Make AMCOR Co-General Partner
Following are the pertinent portions of a document (the TFV
purchase document) dealing with the purchase of a general
partnership interest in the partnership:
AMERICAN AGRI-CORP
December 12, 1985
Mr. Robert A. Wright
Mr. James D. Dannenbaum [sic]
AMERICAN AGRI-CORP
5000 Birch Street
East Tower, Suite 610
Newport Beach, CA 92660
SUBJECT: PURCHASES OF A GENERAL PARTNERSHIP
INTEREST IN TEXAS FARM VENTURERS-84
Gentlemen:
You are Co-General Partners of Texas Farm Venturers-84,
a Texas limited partnership.
It is understood that the two of you, as individuals,
collectively own a 1 percent interest in this
partnership.
American Agri-Corp is desirous of purchasing 50 percent
of the collective position of Robert A. Wright’s
General Partnership interest in Texas Farm Venturers-
84.
American Agri-Corp agrees to buy, and you agree to
sell, a one-quarter percent interest in the above
general partnership interest for consideration as
agreed upon between the name parties. It is understood
that American Agri-Corp assumes all the rights, duties,
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