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ENDORSEMENT SPLIT DOLLAR LIFE INSURANCE AGREEMENT FOR

Life Insurance Split Dollar Agreement

ENDORSEMENT SPLIT DOLLAR LIFE INSURANCE AGREEMENT FOR | Document Parties: AVALONBAY COMMUNITIES INC | AvalonBay Communities, Inc You are currently viewing:
This Life Insurance Split Dollar Agreement involves

AVALONBAY COMMUNITIES INC | AvalonBay Communities, Inc

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Title: ENDORSEMENT SPLIT DOLLAR LIFE INSURANCE AGREEMENT FOR
Date: 2/23/2011
Industry: Real Estate Operations     Sector: Services

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Exhibit 10.8

 

ENDORSEMENT SPLIT DOLLAR AGREEMENTS

 AND AMENDMENTS THERETO WITH

 MESSRS. BLAIR, NAUGHTON, SARGEANT,

 FULLER, HOREY AND MEYER

 

[Form of individual Endorsement Split Dollar Agreements between the Company and Bryce Blair (dated January 16, 2003 for $2,500,000), Timothy J. Naughton (dated January 28, 2003 for $1,500,000), Thomas J. Sargeant (dated January 21, 2003 for $1,500,000), Samuel B. Fuller (dated January 23, 2003 for $1,500,000), Leo S. Horey (dated February 19, 2003 for $750,000), and Gilbert M. Meyer (February 5, 2003 for $2,500,000).]

 

ENDORSEMENT

 SPLIT DOLLAR LIFE INSURANCE AGREEMENT

 FOR ___________________________

 

THIS AGREEMENT is made as of the ___day of ___, 2003, between AvalonBay Communities, Inc. (the “Company”), and ___(the “Insured”).

 

INTRODUCTION

 

_____________ (the “Insured”) is a valuable employee of the Company. The Company wishes to continue this employment relationship and, as an inducement thereto, is willing to participate with the Insured in the payment of premiums on certain life insurance policies as an additional form of compensation for the Insured’s services as an employee of the Company. This Agreement is intended to qualify as a life insurance employee benefit plan as described in Revenue Ruling 64-328.

 

NOW, THEREFORE, the parties agree as follows:

 

ARTICLE 1. GENERAL DEFINITIONS

 

The following terms shall have the meanings specified:

 

1.1. “ Company means AvalonBay Communities, Inc., or any successor thereto.

 

1.21. “ Insured means the Employee.

 

1.3. “ Insurer(s) means the insurance company or companies listed on Attachment 1 hereto.

 

1.4. “ Policy ” or “ Policies means the insurance policy or policies listed on Attachment I, issued on the life of the Insured by the Insurer(s), together with any supplementary contracts to such policies issued by the Insurer(s).

 

 

 


 

 

ARTICLE 2. PREMIUMS

 

2.1. Premium Payments . During the term of this Agreement, each annual premium on each Policy shall be paid as follows:

 

2.1.1. Insured’s Portion . During the term of this Agreement the Insured shall be obligated to pay a portion of each premium equal to the current term rate for the Insured’s age multiplied by the Insured’s current interest in the death benefit of such Policy. The “current term rate” shall mean the lesser of the Insurer’s term insurance rate or the PS 58 rate, as specified in Revenue Rulings 64-328 and 66-110, or any subsequently issued applicable authority. The Insured shall pay the Insured’s portion of the premium through payroll deduction.

 

2.1.2. Company’s Portion . During the term of this Agreement the Company shall pay any additional premium amounts not paid by the Insured that are required to meet the Company’s premium obligations to the Insured under the Plan.

 

2.2. Timing . The Insured’s portion of the premium and the Company’s portion of the premium shall be remitted to the Insurer before expiration of the grace period.

 

ARTICLE 3. POLICY OWNERSHIP AND INSURED’S BENEFITS

 

3.1. Company’s Interest . The Company shall be the sole and exclusive owner of each Policy and the direct beneficiary of an amount of the death proceeds of each Policy equal to the aggregate premiums paid by the Company under the Policy.

 

3.2. Insured’s Interest . The Insured shall have the right, during the term of this Agreement, to designate and change direct and contingent beneficiaries (and to elect and change a payment plan for such beneficiaries) with respect to the amount of the death proceeds of each Policy in excess of that payable to the Company pursuant to Section 3.1.

 

3.3. Payment from Insurer . Benefits may be paid under each Policy by the applicable Insurer either by separate checks to the parties entitled thereto, or by a joint check. In the latter instance, the Insured and the Company (and, if applicable, their respective beneficiaries) shall divide the benefits as provided herein.

 

ARTICLE 4. TERMINATION OF AGREEMENT

 

This Agreement shall terminate upon the earlier to occur of the Insured’s termination of employment, the Insured’s failure to pay any amounts due under Section 2.1.1 of the Agreement, or the date mutually agreed to by the Company and the Insured. Upon termination of this Agreement, the Insured’s rights hereunder shall terminate.

 

 

2


 

 

ARTICLE 5. INSURER(S)

 

Each Insurer shall be bound only by the provisions of and endorsements on its Policy, and any payments made or actions taken by it in accordance therewith shall fully discharge it from all claims, suits and demands of all persons. The Insurer shall in no way be bound by or be deemed to have notice of the provisions of this Agreement.

 

ARTICLE 6. MISCELLANEOUS

 

6.1. Termination/Amendment . The Company and the Insured may amend or terminate this Agreement by mutual consent. Any amendment to the Agreement shall be in writing and shall be filed with the Agreement.

 

6.2. Transferability . The Insured shall have the right to assign any part or all of the Insured’s interests in each Policy and this Agreement to any person, entity or trust by execution of a written assignment delivered to the Company and the Insurer. The Company may also assign its rights in each Policy and in this Agreement.

 

6.3. Binding Effect . This Agreement shall bind the Insured and the Insured, their heirs, executors, administrators and transferees, and the Company and its successors and any Policy beneficiary.

 

IN WITNESS WHEREOF, the parties have signed this Agreement as of the day and year first written above.

 

 

 

 

 

 

 

AvalonBay Communities, Inc.:   

 

 

 

 

 

By:  

 

 

 

 

 

 

Its ______________________, and

 

 

 

 

 

 

 

INSURED:

 

 

 

 


 

 

3


 

 

ATTACHMENT I

 

ENDORSEMENT

 SPLIT DOLLAR LIFE INSURANCE AGREEMENT

 FOR _______________

 

SCHEDULE OF LIFE INSURANCE POLICIES ON


 

 

 

 

 

 

 

Policy No.

 

Insurer

 

 

 

 

Dated: _______________________

 

 

4


 

 

ATTACHMENT II

 

ERISA COMPLIANCE

 

The following provisions are part of the AvalonBay Communities, Inc. Endorsement Split Dollar Life Insurance Agreement for ___and are intended to meet the requirements of the Employee Retirement Income Security Act of 1974:

 

Plan Name and Company Identification Number . The name of the plan under which this benefit is offered is the AvalonBay Communities, Inc. Endorsement Split Dollar Life Insurance Agreement for ___. The Identification Number assigned to the Employer by the Internal Revenue Service is

 

Type of Plan . The Agreement provides a life insurance benefit.

 

Named Fiduciary, Plan Sponsor, Plan Administrator and Agent for Service of Legal Process . The Company is the named fiduciary, sponsor, Plan Administrator and agent for service of legal process for the Agreement. If you have any questions about the Agreement, you may contact:

 

 

 

Funding Policy . The funding policy under the Agreement is that all premiums on the Policy be remitted to the Insurer when due.

 

Basis of Benefit Payment . Direct payment by the Insurer is the basis of payment of benefits under the Agreement, with those benefits in turn being based on the payment of premiums as provided in the Agreement.

 

Plan Interpretation . The Company has the exclusive discretion to interpret the terms of the Agreement and to determine the eligibility and benefits of the participant and beneficiaries. The Company’s determinations are final and binding, subject only to the claims procedure described below.

 

Claims Procedure . You or your beneficiary may file a


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