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E. The Tri-Star Pictures Agreement
On June 2, 1989, Cabana Boy, Tri-Star Pictures, Inc. (Tri-
Star), and petitioners signed an agreement (1) for petitioners to
develop the Neuromancer screenplay into a feature length motion
picture; (2) for Tri-Star, at its discretion, to produce the
movie; and (3) for petitioners to be credited as producers of the
movie on screen and in paid advertisements.
F. Financing Cabana Boy
In October 1986, Cabana Boy formed a New York limited
partnership named Neuromancer Partners to raise funds for the
Neuromancer project. Singer drafted a private placement
memorandum for Neuromancer Partners.
On August 26, 1987, Cabana Boy hired a consultant named Ron
Joy (Joy) to obtain financing. Joy was not successful.
On September 22, 1987, Cabana Boy borrowed $750,000 from
R.G. Capital Corp. (R.G. Capital), which was due on September 22,
1988. Petitioners personally guaranteed repayment of the loan.
In November 1987, Cabana Boy formed a Delaware limited
partnership named Neuromancer Partners, L.P. to raise funds for
the Neuromancer project. Cabana Boy was the general partner for
Neuromancer Partners, L.P.
On February 24, 1988, Cabana Boy paid William H. Blair
(Blair) $10,000 to obtain financing for Cabana Boy within 120
days. Cabana Boy also agreed to pay Blair an amount equal to 3
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