Common use of Financing Arrangements Clause in Contracts

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000, $400,000 and $420,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 during the first six months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000, $287,000 and $306,000, respectively, and has reimbursed them for such services in the amount of $141,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 for the years ended December 31, 1997, 1996, 1995 and the six months ended June 30, 1998, respectively, to an affiliate of the General Partner for commercial lease commissions. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000216,000, $400,000 227,000 and $420,000 222,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 83,000 during the first six months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000142,000, $287,000 152,000 and $306,000124,000, respectively, and has reimbursed them for such services in the amount of $141,000 51,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and December 31, 19961996 include $16,000 and $14,000, 1995 respectively, which amounts were paid to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The Partnership paid $1,000 for the six months ended June 30, 1998 to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The Partnership paid $26,000 and $4,000 for the year ended December 31, 1997 and the six months ended June 30, 1998, respectively, to an affiliate of the General Partner for commercial lease commissionscosts related to the refinancing of Carriage Hills Apartments in November 1997. The Partnership also paid approximately $87,000 to an affiliate of the General Partner for reimbursement of costs related to the sale of Cardinal Xxxxx Apartments in August 1997. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the Managing General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the Managing General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the Managing General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. Under the Limited Partnership Agreement, the Managing General Partner and the other general partners each holds an interest in the Partnership and is entitled to participate in certain cash distributions made by the Partnership to its partners. The Managing General Partner and the other general partners in the aggregate received from the Partnership in respect of their interests in the Partnership cash distributions of $10,000 in 1997, $20,000 in 1996 and $8,000 in 1995. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000151,000, $400,000 149,000 and $420,000 147,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 76,000 during the first six months of 1998. The Partnership reimbursed the Managing General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,00080,000, $287,000 92,000 and $306,00088,000, respectively, and has reimbursed them for such services in the amount of $141,000 47,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 1997, 1997 and 1996, 1995 and for the six months ended June 30, 1998, include $5,000, $5,000 and $10,000, respectively, which amounts were paid to an affiliate of the Managing General Partner for costs incurred in connection with construction oversight services. The Partnership paid $33,000 and $10,000 for the year ended December 31, 1997 and for the six months ended June 30, 1998, respectively, to an affiliate of the Managing General Partner for commercial lease commissionscosts related to the refinancing of Xxxxxx Xxxxx Apartments in November 1997. For the period January 1, 1996 through August December 31, 19971996, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the Managing General Partner, and through an agency affiliated with the Managing General Partner for the period January 1, 1997 through August 31, 1997. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. Insignia and the Managing General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand andhand, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000373,000, $400,000 372,000 and $420,000 356,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 189,000 during the first six months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000208,000, $287,000 232,000 and $306,000143,000, respectively, and has reimbursed them for such services in the amount of $141,000 107,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and December 31, 1996, 1995 1996 include $24,000 and the six months ended June 30, 1998$25,000, respectively, which amounts were paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. The Partnership paid approximately $35,000 for the six months ended June 30, 1998 to an affiliate of the General Partner for costs incurred in connection with construction oversight services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. Under the Limited Partnership Agreement, the General Partner holds an interest in the Partnership and is entitled to participate in certain cash distributions made by the Partnership to its partners. The General Partner received from the Partnership in respect of its interest in the Partnership cash distributions of $18,000 to date in 1998, $20,000 in 1997, $30,000 in 1996 and $30,000 in 1995. The Partnership and CCEP paid IRG and IESG ICG property management fees for property management services in the amounts of approximately $336,0001,456,000, $400,000 1,409,000 and $420,000 1,373,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has have paid IRG and IESG ICG property management fees equal to $180,000 383,000 during the first six three months of 1998. The Partnership and CCEP reimbursed the General Partner Partner, ConCap Holdings and its their affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the three years ended December 31, 1997, 1996 and 1995 in the amounts of $258,0001,013,000, $287,000 1,022,000 and $306,000733,000, respectively, and has have reimbursed them for such services in the amount of $141,000 201,000 through June 30March 31, 1998. The Partnership reimbursement amounts include approximately $269,000 and $369,000, respectively, for the years ended December 31, 1997 and 1996, and $46,000 for the three months ended March 31, 1998, which amounts were paid to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The reimbursement amounts for the year ended December 31, 1997 and for the three months ended March 31, 1998 also include $167,000 and $4,000, respectively, which amounts were paid to an affiliate of the General Partner for commercial leasing commissions. CCEP paid $39,000139,000, $34,000, $63,000 69,000 and $16,000 221,000 for the years ended December 31, 1997, 19961996 and 1995, 1995 respectively, and $2,000 for the six three months ended June 30March 31, 1998, respectively, to an affiliate of the General Partner for commercial lease commissions. In addition, CCEP is subject to an Investment Advisory Agreement between CCEP and an affiliate of ConCap Holdings (which is an affiliate of the General Partner). This agreement provides for an annual fee, payable in monthly installments, to an affiliate of ConCap Holdings for advisory and consulting services for the CCEP Properties. Advisory fees paid pursuant to this agreement were $182,000, $182,000 and $233,000, respectively, for the years ended December 31, 1997, 1996 and 1995, and $44,000 for the three months ended March 31, 1998. During 1995, an affiliate of the General Partner was paid $28,000 in connection with obtaining financing on one of the Partnership's properties. For the period January 1, 1996 through August 31, 1997, each of the Partnership and CCEP insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with AffiliatesAffiliates . The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000511,000, $400,000 497,000 and $420,000 540,000 for the fiscal years ended December October 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 during 251,000 for the first six months of six-month fiscal period ended April 30, 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the fiscal years ended December October 31, 1997, 1996 and 1995 in the amounts of $258,000220,000, $287,000 184,000 and $306,000158,000, respectively, and has reimbursed them for such services in the amount of $141,000 through June 126,000 for the six-month fiscal period ended April 30, 1998. The Partnership paid $39,000reimbursement amounts for the fiscal years ended October 31, 1997, 1996 and the six-month fiscal period ended April 30, 1998 include $34,000, $63,000 9,000 and $16,000 for the years ended December 31, 1997, 1996, 1995 and the six months ended June 30, 199819,000, respectively, which was paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January November 1, 1996 1995 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000278,000, $400,000 269,000 and $420,000 263,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 72,000 during the first six three months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000137,000, $287,000 123,000 and $306,00098,000, respectively, and has reimbursed them for such services in the amount of $141,000 32,000 through June 30March 31, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 1997, 1996, 1995 1997 and 1996 and the six months three-month period ended June 30March 31, 19981998 include $9,000, $12,000 and $5,000, respectively, which was paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG ICG property management fees for property management services in the amounts of approximately $336,000215,000, $400,000 204,000 and $420,000 246,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG ICG property management fees equal to $180,000 59,000 during the first six three months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, during 1997, 1996 and 1995 in the amounts of $258,000151,000, $287,000 158,000 and $306,000173,000, respectively, and has reimbursed them for such services in the amount of $141,000 30,000 through June 30March 31, 1998. The reimbursement amounts for the three months ended March 31, 1998 and the years ended December 31, 1997 and 1996 include $2,000, $33,000 and $4,000, respectively, which amounts were paid to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The Partnership also paid $39,000, $34,000, $63,000 69,000 and $16,000 9,000 for the years ended December 31, 1997, 1997 and 1996, 1995 respectively, and $1,000 for the six three months ended June 30March 31, 1998, respectively, to an affiliate of the General Partner for commercial lease commissions. In 1997 and 1996, the Partnership paid an affiliate of the General Partner approximately $5,500 and $36,000, respectively, for loan costs incurred in connection with refinancing the debt encumbering two of the Partnership's properties. For the period January July 1, 1996 1995 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000249,000, $400,000 238,000, and $420,000 228,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 65,000 during the first six three months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000129,000, $287,000 103,000 and $306,00063,000, respectively, and has reimbursed them for such services in the amount of $141,000 37,000 through June 30March 31, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 1997, 1996, 1995 1997 and 1996 and the six months three-month period ended June 30March 31, 19981998 include $13,000, $4,000 and $5,000, respectively, which was paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement arrangements was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the Managing General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the Managing General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the Managing General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG ICG property management fees for property management services in the amounts of approximately $336,0001,029,000, $400,000 1,033,000 and $420,000 1,032,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG ICG property management fees equal to $180,000 255,080 during the first six three months of 1998. The Partnership reimbursed the Managing General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000431,000, $287,000 453,000 and $306,000, 443,000 respectively, and has reimbursed them for such services in the amount of $141,000 104,119 through June 30March 31, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and December 31, 1996, 1995 1996 include $70,000 and the six months ended June 30, 1998$33,000, respectively, which were paid to an affiliate of the Managing General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the Managing General Partner. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. Insignia and the Managing General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000131,000, $400,000 129,000 and $420,000 171,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 68,000 during the first six months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000197,000, $287,000 242,000 and $306,000334,000, respectively, and has reimbursed them for such services in the amount of $141,000 88,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years year ended December 31, 19971997 and the six months ended June 30, 19961998 include $1,000 and $1,000, 1995 respectively, which amounts were paid to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The Partnership paid $175,000 and $21,000 for the year ended December 31, 1997 and the six months ended June 30, 1998, respectively, to an affiliate of the General Partner for commercial lease commissions. The reimbursement amount for the six months ended June 30, 1998 includes $27,500 which was paid to an affiliate of the General Partner for consulting services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000558,000, $400,000 540,000 and $420,000 514,000 for the fiscal years ended December October 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 during 284,000 for the first six months of six-month fiscal period ended April 30, 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the fiscal years ended December October 31, 1997, 1996 and 1995 in the amounts of $258,000223,000, $287,000 196,000 and $306,000174,000, respectively, and has reimbursed them for such services in the amount of $141,000 through June 112,000 for the six-month fiscal period ended April 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amount for the years six-month fiscal period ended December 31, 1997, 1996, 1995 and the six months ended June April 30, 1998, respectively, 1998 includes $6,000 which was paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January November 1, 1996 1995 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the Managing General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the Managing General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the Managing General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000352,000, $400,000 346,000 and $420,000 369,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 184,000 during the first six months of 1998. The Partnership reimbursed the Managing General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000145,000, $287,000 148,000 and $306,000154,000, respectively, and has reimbursed them for such services in the amount of $141,000 65,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and December 31, 19961996 include $14,000 and $26,000, 1995 and respectively, which amounts were paid to an affiliate of the Managing General Partner for costs incurred in connection with construction oversight services. The Partnership also paid $8,000 for the six months ended June 30, 1998, respectively, 1998 to an affiliate of the Managing General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the Managing General Partner. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. Insignia and the Managing General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the Managing General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the Managing General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the Managing General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. Under the Limited Partnership Agreement, the Managing General Partner and the other general partners each holds an interest in the Partnership and is entitled to participate in certain cash distributions made by the Partnership to its partners. The Managing General Partner and the other general partners in the aggregate received from the Partnership in respect of their interests in the Partnership cash distributions of $2,000 in 1997 and $2,000 in 1996. The Partnership paid IRG and IESG I/ESG property management fees for property management services in the amounts of approximately $336,000436,000, $400,000 381,000 and $420,000 370,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG I/ESG property management fees equal to $180,000 215,000 during the first six months of 1998. The Partnership reimbursed the Managing General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000253,000, $287,000 257,000 and $306,000173,000, respectively, and has reimbursed them for such services in the amount of $141,000 117,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and 1996 both include $31,000, 1996, 1995 and which amounts were paid to an affiliate of the Managing General Partner for costs incurred in connection with construction oversight services. The Partnership paid $78,000 for the six months ended June 30, 1998, respectively, 1998 to an affiliate of the Managing General Partner for costs incurred in connection with construction oversight services. The Partnership also paid $2,000 for the six months ended June 30, 1998 to an affiliate of the Managing General Partner for commercial lease commissions. For the period January 1, 1996 through August December 31, 19971996, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the Managing General Partner, and through an agency affiliated with the Managing General Partner for the period January 1, 1997 through August 31, 1997. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. Insignia and the Managing General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000117,000, $400,000 107,000 and $420,000 108,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 60,000 during the first six months of 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,00094,000, $287,000 144,000 and $306,000145,000, respectively, and has reimbursed them for such services in the amount of $141,000 34,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 19971997 and December 31, 1996 include $11,000 and $31,000, respectively, which amounts were paid to an affiliate of the General Partner for costs incurred in connection with construction oversight services. The Partnership paid $5,500 and $21,000 for the years ended December 31, 1997 and 1996, 1995 and the six months ended June 30, 1998, respectively, to an affiliate of the General Partner for commercial lease commissionscosts related to the refinancing of one of the Partnership's properties. For the period January 1, 1996 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000670,000, $400,000 632,000, and $420,000 615,000 for the fiscal years ended December 31November 30, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 during 351,000 for the first six months of six-month fiscal period ended May 31, 1998. The Partnership reimbursed the General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the fiscal years ended December 31November 30, 1997, 1996 and 1995 in the amounts of $258,000286,000, $287,000 238,000 and $306,000200,000, respectively, and has reimbursed them for such services in the amount of $141,000 through June 30126,000 for the six-month fiscal period ended May 31, 1998. The Partnership paid reimbursement amount for the fiscal years ended November 30, 1997 and 1996, and the six-month fiscal period ended May 31, 1998 include $39,00054,000, $34,000, $63,000 8,000 and $16,000 for the years ended December 31, 1997, 1996, 1995 and the six months ended June 30, 19984,000, respectively, which was paid to an affiliate of the General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January December 1, 1996 1995 through August 31, 1997, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an insurer unaffiliated with the General Partner. An affiliate of the General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the then current year's master policy. That agent assumed the financial obligations to the affiliate of the General Partner who received payments on these obligations from the agent. Insignia and the General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.

Financing Arrangements. The Purchaser (which is an affiliate of the Managing General Partner) expects to pay for the Units it purchases pursuant to the Offer with funds provided by IPLP as capital contributions. IPLP in turn intends to use its cash on hand and, if necessary, funds available to it under its credit facility (as described in Section 12) to make such contributions. See Section 12. It is possible, however, that in connection with its future financing activities, IPT or IPLP may cause or request the Purchaser (which is an affiliate of the Managing General Partner) to pledge the Units as collateral for loans, or otherwise agree to terms which provide IPT, IPLP and the Purchaser with incentives to generate substantial near-term cash flow from the Purchaser's investment in the Units. This could be the case, for example, if a loan has a "balloon" maturity after a relatively short time or bears a high or increasing interest rate. In such a situation, the Managing General Partner may experience a conflict of interest in seeking to reconcile the best interests of the Partnership with the need of its affiliates for cash flow from the Partnership's activities. Transactions with Affiliates. The Partnership paid IRG and IESG property management fees for property management services in the amounts of approximately $336,000284,000, $400,000 277,000 and $420,000 261,000 for the years ended December 31, 1997, 1996 and 1995, respectively, and has paid IRG and IESG property management fees equal to $180,000 147,000 during the first six months of 1998. The Partnership reimbursed the Managing General Partner and its affiliates (including Insignia) for expenses incurred in connection with asset management and partnership administration services performed by them for the Partnership for the years ended December 31, 1997, 1996 and 1995 in the amounts of $258,000130,000, $287,000 174,000 and $306,000114,000, respectively, and has reimbursed them for such services in the amount of $141,000 85,000 through June 30, 1998. The Partnership paid $39,000, $34,000, $63,000 and $16,000 reimbursement amounts for the years ended December 31, 1997, 1997 and 1996, 1995 and for the six months ended June 30, 1998, include $2,000, $46,000 and $18,000, respectively, which amounts were paid to an affiliate of the Managing General Partner for commercial lease commissionscosts incurred in connection with construction oversight services. For the period January 1, 1996 through August December 31, 19971996, the Partnership insured its properties under a master policy through an agency affiliated with the General Partner, but with an and insurer unaffiliated with the Managing General Partner, and through an agency affiliated with the Managing General Partner for the period January 1, 1997 through August 31, 1997. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. That agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. Insignia and the Managing General Partner believe that the aggregate financial benefit derived by Insignia and its affiliates from such arrangement was immaterial.