AGREEMENT RELATING TO THE NUMBER OF TRUSTEES OF
THE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ FOUNDATION
This Agreement is made effective the 31st day of October, 2002, by ▇▇▇▇▇▇▇
▇. ▇▇▇▇, ▇▇., as Trustee of THE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ FOUNDATION under Trust
Indenture dated April 27, 1999, and THE GREATER KANSAS CITY COMMUNITY
FOUNDATION, a Missouri not-for-profit corporation, as sole Beneficiary of THE
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ FOUNDATION.
WHEREAS, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, as Grantor, established THE ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
FOUNDATION (hereinafter "▇▇▇▇▇▇▇ Foundation") under Trust Indenture dated April
27, 1999, and named himself, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. as
Trustees;
WHEREAS, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ died on July 14, 1999, leaving ▇▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇, ▇▇. and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. as the sole surviving Trustees of the
▇▇▇▇▇▇▇ Foundation;
WHEREAS, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. and THE GREATER
KANSAS CITY COMMUNITY FOUNDATION amended the Trust Indenture dated April 27,
1999, by the First Amendment thereto dated March 2, 2000, and the Second
Amendment thereto effective as of October 30, 2002 (collectively, the "Trust
Indenture");
WHEREAS, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. has resigned as Trustee of the ▇▇▇▇▇▇▇
Foundation, such resignation effective as of October 31, 2002, and ▇▇▇▇▇▇▇ ▇.
▇▇▇▇, ▇▇. will be the sole acting Trustee of the ▇▇▇▇▇▇▇ Foundation as of the
effective date of such resignation;
WHEREAS, Paragraph 5(b) of the Trust Indenture provides that a minimum of
one (1) Trustee shall serve for the ▇▇▇▇▇▇▇ Foundation under the Trust Indenture
and that the number of Trustees for the ▇▇▇▇▇▇▇ Foundation can be increased or
decreased by THE GREATER KANSAS CITY COMMUNITY FOUNDATION with the consent of
the Trustees of the ▇▇▇▇▇▇▇ Foundation who are then serving; and
WHEREAS, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. and THE GREATER KANSAS CITY COMMUNITY
FOUNDATION have concluded that it is in the best interests of the ▇▇▇▇▇▇▇
Foundation for one (1) Trustee rather than two (2) Trustees to serve for the
▇▇▇▇▇▇▇ Foundation.
NOW, THEREFORE, in consideration of the premises, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. and
THE GREATER KANSAS CITY COMMUNITY FOUNDATION hereby agree as follows:
ITEM I
The vacancy in the office of Trustee resulting from ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇,
▇▇.'s resignation shall not be filled. As of the effective date of the
resignation of ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., the ▇▇▇▇▇▇▇ Foundation shall have one (1)
Trustee, namely, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇.
ITEM II
At such time as the ▇▇▇▇▇▇▇ Foundation does not own any securities
(including but not limited to Voting Trust Certificates) of AMC Entertainment
Inc., ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. (if then living and competent and if serving as a
Trustee of the ▇▇▇▇▇▇▇ Foundation) and THE GREATER KANSAS CITY COMMUNITY
FOUNDATION agree to appoint ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. (if then living and
competent) as Trustee of the ▇▇▇▇▇▇▇ Foundation and to increase the number of
Trustees of the ▇▇▇▇▇▇▇ Foundation to two (2).
IN WITNESS WHEREOF, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇. and THE GREATER KANSAS CITY
COMMUNITY FOUNDATION hereby execute this Agreement to be effective the day and
year first above written.
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇.
▇▇▇▇▇▇▇ ▇. ▇▇▇▇, ▇▇., Trustee
THE GREATER KANSAS CITY
COMMUNITY FOUNDATION
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President
ATTEST:
▇▇▇▇▇▇▇ ▇▇▇▇▇
Secretary
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STATE OF Missouri )
) ss.
COUNTY OF ▇▇▇▇▇▇▇ )
On the 5 day of November, 2002, at my office in said County and State,
before me, the undersigned, a notary public, personally appeared ▇▇▇▇▇▇▇ ▇.
▇▇▇▇, ▇▇., to me personally known and known to me to be the same person
described in and who executed the foregoing instrument, and acknowledged the
execution of the same as said person's free act and deed.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial
seal the day and year last above written.
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Notary Public
My Commission Expires:
March 10, 2003
STATE OF Missouri )
) ss.
COUNTY OF ▇▇▇▇▇▇▇ )
On the 30 day of October, 2002, before me, the undersigned, a Notary Public
within and for said County and State, personally appeared ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, to
me personally known, who being by me duly sworn, did say that she is the
President of THE GREATER KANSAS CITY COMMUNITY FOUNDATION, a Missouri
not-for-profit corporation, that the seal affixed to the foregoing instrument is
the corporate seal of said corporation, that said instrument was signed and
sealed on behalf of said corporation by authority of its Board of Directors, and
said officer acknowledged said instrument to be the free act and deed of said
corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial
seal the day and year last above written.
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Notary Public
My Commission Expires:
July 1, 2006
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