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signed by Kanter as trustee of HCT. His signature on the return
indicates that, under penalties of perjury, he believed that the
characterization of the carried interest payment as a fiduciary
fee was true and correct. Therefore, his statement at trial that
he considered the carried interest to be "something independent
of any trustee fee" was not credible.
Kanter's testimony that the carried interest was "something
independent of any trustee fee" is further contradicted by the
fact that the agreement entitling Kanter to receive the carried
interest was embodied in the Agreement and Indemnification
Agreement to induce Kanter to continue as trustee. The fact that
the carried interest was embodied in the Agreement and
Indemnification Agreement shows that the carried interest was
part of the consideration received by Kanter to serve as trustee.
Kanter's testimony that the carried interest was not
compensation for his services as trustee is also inconsistent
with his response to the Court's questioning concerning about how
often he was paid a trustee fee. When Kanter was asked about how
often he was paid a trustee fee, he responded as to how often the
carried interest was paid. That response indicates that Kanter
believed that the carried interest payments were made as
compensation to him for his services as trustee.
Kanter failed to establish that he validly assigned the
carried interest to Holding Co. He could not specifically
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