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period ending February 29, 1984, and June 30, 1984
including therein a balance sheet and profit and loss
statement. The undersigned hereby acknowledge that
each of them has received a copy of said Exhibits A and
B, has examined same, and is satisfied that it
represents a substantially true and correct statement
of the financial condition of the trust, and do hereby
accept and approve the contents of said Exhibits A and
B.
5. The undersigned, jointly and severally, each
for himself or herself, his or her heirs, devisees,
legatees, appointees, executors, administrators and
assigns, in consideration of Burton W. Kanter
continuing to serve as Trustee of the Hi-Chicago Trust,
without seeking judicial approval for his actions or
failures to act as Trustee, and in consideration of
Burton W. Kanter making certain investments and
undertaking commitments hereinbefore referred to, and
otherwise acting upon or choosing not to act upon the
advice of Hyman L. Federman, currently and
prospectively, for and on behalf of the Trust, and
other good and valuable consideration, receipt of which
is hereby acknowledged, do hereby irrevocably
indemnify, release, discharge and hold harmless Burton
W. Kanter, both individually and as Trustee aforesaid,
and his heirs, devisees, legatees, appointees,
executors, administrators and assigns, of and from any
and all claims, demands, suits, actions, liabilities
and responsibilities for any act or failure to act as
Trustee of the Trust, since the inception of the Trust,
and without limiting the generality of the preceding,
do hereby specifically ratify, approve and confirm all
actions of said Trustee relating to investment advice
from Hyman L. Federman, previously, currently and
prospectively with respect to the administration of the
Trust * * *
Kanter designated Holding Co. to receive the payments of the
carried interest. Pursuant to the agreement between Kanter and
the beneficiaries of HCT, HCT paid to Holding Co. the following
amounts on the following dates:
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