- 335 - 1. BWK shall hereafter continue to act as the sole Trustee of the Hi-Chicago Trust. 2. The Trustee may, at his option, at any time, and from time to time, seek professional investment advice from HLF and, to the extent the Trustee may act upon such advice, or shall choose not to act upon such advice, he shall be exculpated from and held harmless from and otherwise indemnified with respect to any and all claims, demands, suits, actions, liabilities and responsibilities arising out of or connected with following or failing to follow such advice. 3. It is understood that at the inception of the Trust an agreement was reached that BWK, individually, or his designee, would at all times during the continuance of the trust be entitled to participate in the investments thereof by way of a so-called "carried" interest to the extent of ten percent (10%) of any and all profits realized from time to time by the Trust on its individual investments, said profits interest to be payable upon the disposition of any specific investment, whether said investment was in the form of a note, stock, securities, partnership interest, or other form of property, excluding participation in any interest realized upon deposits of the trust held for interest only, such as savings accounts, certificates of deposits, time deposits, or debt instruments, but excluding any related equity property interest, subject to the right of BWK, or his designee, at his election with respect to any specific investment of the Trust to which the aforesaid carried interest applies, to obtain a distribution of a ten percent (10%) interest in said investment in kind by payment to the Trust of ten (10%) of the Trust's cost thereof; it is further understood that the aforesaid agreement has heretofore, and does presently, represent an integral part of the investment program of the Trust; accordingly, the undersigned do hereby ratify and consent to said agreement as heretofore implemented and applied, and as will hereafter be implemented and applied, in such manner as the Trustee shall determine in accordance with generally accepted accounting concepts of realization of profit from each specific investment upon its disposition for cash or other property. 4. There is attached hereto as "Exhibit A" and "Exhibit B" a financial statement for the Trust for thePage: Previous 325 326 327 328 329 330 331 332 333 334 335 336 337 338 339 340 341 342 343 344 Next
Last modified: May 25, 2011