EXHIBIT 10.16
HUBBARD REAL ESTATE INVESTMENTS
TRUSTEES' DEFERRED PLAN
ARTICLE I - DEFINITIONS
1.1 "Trust" means Hubbard Real Estate Investments, an unincorporated
voluntary association of a type commonly referred to as a
"Massachusetts business trust", its successors and assigns.
1.2 "Board" means the Board of Trustees of the Trust.
1.3 "Trustee" means a member of the Board.
1.4 "Participating Trustee" means a Trustee who has elected to
participate in this Plan pursuant to Article II.
1.5 "Fees" mean all amounts earned during a calendar year by a Trustee in
his capacity as a member of the Board or any committee of the Board,
exclusive of any amounts payable to a Trustee in reimbursement of
expenses.
ARTICLE II - PARTICIPATION.
2.1 Participation in this Plan by Trustees shall be voluntary.
2.2 A Trustee may participate in this Plan by filing with the Trust on or
before December 31 of any year a written election to defer receipt of
all or a specified percentage of his fees for succeeding calendar
years.
2.3 Any individual elected to fill a vacancy on the Board, who was not a
Trustee on the December 31 preceding his election, may participate in
this Plan by filing with the Trust, before his term of office
commences, a written election to defer receipt of all or a specified
percentage of his fees for the balance of the calendar year following
such election and for succeeding calendar years.
2.4 A Participating Trustee may, on or before December 31 of any year,
change his election of percentage of fees to be deferred for succeeding
calendar years, by filing with the Trust a written change of election.
2.5 A Participating Trustee's election to defer fees continues from year to
year unless, on or before December 31 of any year, by written notice of
termination filed with the Trust, he terminates his election for
succeeding calendar years.
ARTICLE III - MEMORANDUM ACCOUNTS
3.1 The Trust will maintain a separate memorandum account for each
Participating Trustee to which there shall be credited the fees earned
by the Participating Trustee and deferred under this Plan and the
interest accrued under the terms of this Plan on amounts credited to
the memorandum account. The memorandum account shall be maintained by
the Trust until all amounts credited thereto have been paid in
accordance with the terms of this Plan.
3.2 The Trust will not set aside any monies or otherwise fund this Plan.
Fees deferred under this Plan, and interest accrued on amounts credited
to memorandum accounts, shall be paid by the Trust out of its general
funds at the times and in the manner provided in this Plan.
3.3 Interest shall be credited to the memorandum account of a Participating
Trustee or former Participating Trustee as of December 31 of each year
and as of the day prior to the date of any lump sum payment pursuant to
Section 4.3. The amount of interest to be credited as of any such date
shall be computed from the immediately preceding January 1 at the rate
of ten (10%) per cent, on an amount equal to the average of (i) the
amount credited to his memorandum account as of January 1 immediately
preceding the date as of which interest is credited, less the amount,
in the case of a former Participating Trustee receiving installment
payments pursuant to Section 4.1, of the installment payment paid to
him on the first business day following such January 1, and (ii) the
amount credited to his memorandum account on the day preceding the date
as of which interest is credited.
3.4 Each participating Trustee, and each former Participating Trustee with
a balance credited to a memorandum account, shall be furnished annually
with a written statement of his memorandum account.
ARTICLE IV - PAYMENTS
4.1 Except as provided in Sections 4.3 and 4.4, fees deferred under this
Plan by a Participating Trustee, together with the interest accrued on
amounts credited to his memorandum account through and including
December 31 of the calendar year in which he ceases to be a Trustee,
will be paid to him in not less that two nor more than ten equal annual
installments, the number of such installments to be specified in
writing by each Trustee in his election to participate in the Plan. The
first of such installments shall be paid on the first business day of
the calendar year immediately following the year in which he ceases to
be a Trustee. The remaining installment or installments as the case may
be, shall be paid on the first business day of each of that number of
succeeding years for which the Trustee has elected to receive such
installments. There shall be paid with each such installments the
interest credited to the memorandum account as of the December 31
immediately preceding the date of the installment payment for the
calendar year immediately preceding the installment payment date.
4.2 In the event a Participating Trustee terminates his election pursuant
to Section 2.5, payments to him shall not commence until the first
business day of the calendar year immediately following the year in
which he ceases to be a Trustee and such payments shall be made as
provided in Section 4.1.
4.3 In the event a Participating Trustee, or former Participating Trustee,
ceases to be a Trustee of the Trust and becomes a proprietor, officer,
partner, employee or otherwise becomes affiliated with any business
that is in competition with the Trust, the entire balance credited to
this memorandum account may be paid immediately to him in a lump sum if
directed by the Board, in its sole discretion.
4.4 Upon the death of a Participating Trustee, or a former Participating
Trustee who has a balance remaining in his memorandum account on the
date of his death, the balance credited to his memorandum account on
the first business day of the calendar year following the year in which
his death occurs shall be paid to the executor or administrator of his
estate in full on such date.
Article V - Amendment or Termination
5.2 The Trust reserves the right at any time through the Board to amend,
modify, suspend or terminate this Plan but no such action shall
adversely affect a Participating Trustee's, or former Participating
Trustee's, memorandum account or permit payment to be made, except as
provided in Section 4.3 at a date earlier than the first business day
of the calendar year immediately following the year in which a
Participating Trustee ceases to be a Trustee.
ARTICLE VI - EFFECTIVE DATE
6.1 This Plan shall be effective commencing with the calendar year 1981 and
the initial election of Participating Trustees shall be filed with the
Trust on or before December 31, 1980.