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HomeMy WebLinkAbout04-11-07 In re: ESTATE OF JOSEPH P. HANNA, DECEASED : IN THE COURT OF COMMON PLEAS : CUMBERLAND COUNTY, PENNSYL VANIA : NO. 2006-00487 CONSENT TO TERMINATION OF TRUST WHEREAS, Joseph P. Hanna, ("Decedent") of6 Truffel Glen Road, Mechanicsburg, Cumberland County, Pennsylvania, died on December 13, 2005, leaving a Last Will and Testament dated July 26, 1995 ("Will") which is attached hereto as Exhibit A; WHEREAS, said Will was admitted to probate by the Register of Wills of Cumberland County, Pennsylvania, on May 25,2006; WHEREAS, Audrey A. Hanna, his wife ("Mrs. Hanna"), of 6 Truffel Glen Road, Mechanicsburg, Cumberland County, Pennsylvania, has been duly appointed and -is now seiV}ng '_ -, ~l as Executrix of said Will; WHEREAS, Paragraph 2 of said Will created a Trust for the benefit of Mrs. Hanna--- during her lifetime, and appointing Mrs. Hanna and Fulton Financial Advisors, locat~d at 2Q~ North 3rd Street, Harrisburg, Dauphin County, Pennsylvania, as Co-Trustees (the "Credit SRelter Trust"); WHEREAS, the remainder beneficiaries of said Credit Shelter Trust are Mrs. Hanna's children: Jennifer Paige Hanna DiMasi, 1732 North Rhodes Street, #284, Arlington, Virginia; Christopher M. Hanna, 2915 Cherry Street, Falls Church, Virginia; and Ashley R. Hanna, 6 Truffel Glen Road, Mechanicsburg, Cumberland County, Pennsylvania (collectively the "Remainder Beneficiaries"); WHEREAS, the only probate asset with which to fund The Credit Shelter Trust is Ninety Five Thousand Two Hundred Forty (95,240) shares of closely held stock in DakTech, Inc., a North Dakota corporation, valued at approximately Ninety-Five Thousand Two Hundred Forty ($95,240.00) Dollars (the "Asset"); WHEREAS, pursuant to its current fee schedule, Fulton Financial Advisors has advised by letter dated September 19,2006, that it would charge $5,000 per year to administer the Credit Shelter Trust and said letter is attached hereto as Exhibit B; and WHEREAS, pursuant to Paragraph 14(b) of said Will, Fulton Financial Advisors has exercised its discretion to terminate the Credit Shelter Trust "due to its small size"; AND NOW, THEREFORE, Mrs. Hanna, Fulton Financial Advisors, and the Remainder Beneficiaries, individually and as a representative of those who hereafter may claim through them, and on their behalf, hereby consent to the following: 1. The Credit Shelter Trust created in the Will of Decedent is hereby terminated. 2. The Asset, together with any and all dividends of the Asset paid to date or paid in the future shall be paid directly to Mrs. Hanna. 3. Mrs. Hanna and Fulton Financial Advisors are hereby absolute, unconditionally and irrevocably released and forever discharged of and from any and all manner of actions, causes of action, suits, liens, debts, due sums of money, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims, demands, losses, costs and expenses whatsoever in law or equity in any way relating to the termination of the Credit Shelter Trust and the distribution of 4. This Consent may be executed in any number of counterparts and each of the counterparts shall for all purposes be deemed to be original. WHEREFORE, the undersigned hereby consent to and join the termination of the Credit Shelter Trust for the purposes expressed herein. AUD~~~~~ Co-Trustee and Executrix FULTON FINANCIAL ADVISORS, Co- Trustee BY: Name: Title: JENNIFER PAIGE HANNA DIMASI CHRISTOPHER M. HANNA ASHLEY R. HANNA 4. This Consent may be executed in any number of counterparts and each of the counterparts shall for all purposes be deemed to be original. WHEREFORE, the undersigned hereby consent to and join the termination of the Credit Shelter Trust for the purposes expressed herein. AUDREY A. HANNA, individually and as Co-Trustee and Executrix FULTON FINANCIAL ADVISORS, Co- Trustee ~ () BY: A'YlOVL // ame: <5'a . '/' ~ rn/Y?~t1 . Title:\'. '0 P'L~/Gi'v1-11 ~ 1f.J--hlYl.sh 0 f'J/JIU?A.r JENNIFER PAIGE HANNA DIMASI CHRISTOPHER M. HANNA ASHLEY R. HANNA 4. This Consent may be executed in any number of counterparts and each of the counterparts shall for all purposes be deemed to be original. WHEREFORE, the undersigned hereby consent to and join the termination of the Credit Shelter Trust for the purposes expressed herein. AUDREY A. HANNA, individually and as Co- Trustee and Executrix FULTON FINANCIAL ADVISORS, Co-Trustee BY: Name: Title: ~~ CHRISTOP ER M. H A ASHLEY R. HANNA 4. This Consent may be executed in any number of counterparts and each of the counterparts shall for all purposes be deemed to be original. WHEREFORE, the undersigned hereby consent to and join the termination of the Credit Shelter Trust for the purposes expressed herein. AUDREY A. HANNA, individually and as Co- Trustee and Executrix FULTON FINANCIAL ADVISORS, Co-Trustee BY: Name: Title: JENNIFER PAIGE HANNA DIMASI CHRISTOPHER M. HANNA ~~ ,\ I ;. ; '. ASHLEY R. H NNA' - COMMONWEATH OF PENNSYLVANIA : SS. COUNTY OF On this, the ~?. ,,0 day of ~ 2007, before me, the undersigned officer personally appeared, Audrey A. Hanna, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same in the capacities indicated therein, as her free and voluntary act, for the purposes therein contained. COMMONWEALTH OF PENNSYL~IA Notarial Seal Jonathan C. Bowser, Notary Public Swatara Twp., Dauphin County My Commission Expires June 29, 2010 Member. Pennsylvania Association of Notaries IN WIlNESS WHEREOF, I hereunder set my hand and official seal. 4?~-- ,/Notary Public-- .- COMMONWEATH OF PENNSYLVANIA : SS. COUNTY OF On this, the day of 2006, before me, the undersigned officer personally appeared, , who acknowledged _self to be the [title] of Fulton Bank, and that as such [title], being authorized to do so, and acknowledged that _ executed the same in the capacities indicated therein, as _ free and voluntary act, for the purposes therein contained. IN WI1NESS WHEREOF, I hereunder set my hand and official seal. Notary Public COMMONWEA TH OF PENNSYLVANIA : SS. COUNTY OF On this, the day of 2007, before me, the undersigned officer personally appeared, Audrey A. Hanna, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same in the capacities indicated therein, as her free and voluntary act, for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and official seal. Notary Public COMMONWEA TH OF PENNSYLVANIA COUNTY OF 7::> ~ h " fl On this, the rJ-7 day of h.6t.n.A-c.1 2007, before me, the undersigned officer personally appeared, Ja.^"e,t. L. J){<. lit In HI Qra I(,) . , who acknowledged~ self to be the v,tt. tiutJJJi!le] of Fulton Bank, and that as suchvl;t'~/"6Nr[tit1e], being- authorized to do so, and acknowledged that ~ executed the same in the capacities indicated therein, as het free and voluntary act, for the purposes therein contained. : SS. IN WITNESS WHEREOF, I hereunder set my hand and official seal. NolaIIaI Sea Q1eryI ReiSS. NciarY ~ City OfHarJiSbUlg. ~ Wrt CormllssiOO ExpIr8S /(K. 7. '1!m Membef.~~C1/NaIElIIea Nota~;/ ~ V~I\{IV COMMONWEA TH OF FENNST{L V AHIA COUNTYOF ~ On this, the t::!"- day of ~~ 2006, before me, the undersigned officer personally appeared, Jennifer Paige Hanna DiMasi, known to me, (or satisfactoril y proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same in the capacities indicated therein, as her free and voluntary act, for the purposes therein contained. : SS. IN WITNESS WHEREOF, I hereunder set my hand and official seal. Q~ Notary Public My Corm1Isslon ExpInlsMay31, 2009 V...v-L~' 1'\( ~ COMMONWEATH OF.J'DNN LVANIA COUNTYOF ~~ On this, the ~ day of ~J 2006, before me, the undersigned officer personally appeared, Christopher M. Hanna, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same in the capacities indicated therein, as her free and voluntary act, for the purposes therein contained. : SS. IN WITNESS WHEREOF, I hereunder set my a~ Notary Publk ."tbtnAflslonElqM8S '" 31, 2<X>> COMMONWEATH OF PENNSYLVANIA : SS. COUNTY OF On this, the J ld day of ~w , 2006, before me, the undersigned officer personally appeared, Ashley R. Hanna, known to me, (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same in the capacities indicated therein, as her free and voluntary act, for the purposes therein contained. IN WITNESS WHEREOF, I hereunder set my hand and officlai seal. Li~( It) ~cJ ~~ Notary Public NOTARIAL SEAL Victoria S Smith, Notary Public Lewisburg Boro., Union County My commission expires March 14, 2009 EXHIBIT A [WILL] 1J410 LAST WILL AND TESTAMENT OF JOSEPH P. HANNA I, JOSEPH P. HANNA, of Cumberland County, Pennsylvania, being of sound and disposing mind and memory, do make, publish and declare this to be my Last will and Testament, hereby revoking all wills and Codicils by me at any time previously made. 1. TN~GIBLE PERSONALTY. I give and bequeath all of my household furniture and furnishings, automobiles, other motor vehicles, books, pictures, jewelry, china, crystal, appliances, silverware, wearing apparel, articles of household or personal use or adornment, collections, artworks, boats and recreational equipment and vehicles, together with all policies of insurance thereon, to my wife, AUDREY A. HANNA ("My Spouse"), if My Spouse survives me. If My Spouse does not survive me, I give such articles to my children living at my death in as nearly equal shares as they shall select under the supervision of my Executor. My Executor shall select such articles, if any, as such Executor deems appropriate for any minor and deliver the articles to the minor or to any person or persons chosen by My Executor whose receipt shall be a complete acquittance therefor. If any such articles cannot be fairly divided or distributed in kind in the opinion of my Executor, such articles shall be sold and the proceeds thereof shall pass as a part of my residuary estate. EXHIBIT nAn Page 1 of 12 pages 2. UNIFIED CREDIT TRUST. I give, devise and bequeath to my Trustee hereinafter named, IN TRUST NEVERTHELESS, to be held, administered and disposed of in accordance with this ITEM for the benefit of My Spouse and my issue (herein referred to as the "Unified Credit Trust") an amount equal to the sum of (i) the balance of the dollar amount not taxed in my estate due to the application to my estate of the unified credit against federal estate tax (the "Unified Credit"), after deducting therefrom the value, for federal estate tax purposes, of (a) assets included in my federal gross estate which pass or have passed other than under the terms of this Will and which will utilize a portion of the Unified Credit, (b) any bequests under the preceding ITEM of this will which will utilize a portion of the Unified Credit and (c) adjusted taxable gifts not included in my federal gross estate but included in the computation of the tentative federal estate tax in my estate; and (ii) the state death tax credit allowed for federal estate tax purposes (but only to the extent its use will not increase any Death Taxes owing by my estate). My Trustee shall have, hold, manage, invest and reinvest the assets of the Unified Credit Trust, collect the income and (a) If My Spouse survives me, beginning at my death, my Trustee shall pay over the net income of the Unified Credit Trust to My Spouse during My Spouse's lifetime, in installments not less frequently than quarterly. In addition, my Trustee shall pay to My Spouse such amounts of the principal of such trust as, in the sole discretion of my Trustee, shall be necessary for the maintenance, support, and medical and nursing care of My Spouse, taking into consideration any other means readily available for such purposes. (b) Upon the death of the survivor of My Spouse and me, my Trustee shall distribute the principal and Page 2 of 12 pages any undistributed income of the Unified Credit Trust to my issue then living, per stirpes; provided, however, that (i) should any such issue be a child of mine who has not then attained the age of thirty-five years, such child's share shall be retained by my Trustee, IN TRUST NEVERTHELESS, to be held, administered and disposed of as a separate trust estate in accordance with ITEM 4 for the benefit of such child (the f1Child's Trustfl); or (ii) should any such issue be the issue of a deceased child of mine and shall not then have attained the age of twenty-one years, each such issue's share shall be retained by my Trustee, IN TRUST NEVERTHELESS, each to be held, administered and disposed of as a separate trust estate in accordance with ITEM 5 for the benefit of each such issue (the f1Grandchild's Trustfl) . 3. RESIDUE. I give, devise and bequeath all of the rest, residue and remainder of my property, real, personal and mixed, not disposed of in the preceding portions of this Will, including all property over which I hold a power of appointment (which powers of appointment I hereby exercise in favor of my estate), to My Spouse, if My Spouse survives me. If My Spouse does not survive me, I give and bequeath said residue to my issue living at my death, per stirpes; provided, however, that (i) should any such issue be a child of mine who has not then attained the age of thirty-five years, such child's share shall be retained by my Trustee, IN TRUST NEVERTHELESS, to be held, administered and disposed of as a separate trust estate in accordance with ITEM 4 for the benefit of such child (the f1Child's Trustl'); or (ii) should any such issue be the issue of a deceased child of mine and shall not then have attained the age of twenty-one years, each such issue's share shall be retained by my Trustee, IN TRUST NEVERTHELESS, each to be held, administered and disposed of as a separate trust estate in accordance with ITEM 5 for the benefit of each such issue (the f1Grandchild's Trustfl). Page 3 of 12 pages 4. CHILD'S TRUST. My Trustee shall have, hold, manage, invest and reinvest the assets of each Child's Trust, collect the income and (a) Until the beneficiary of the Child's Trust (the "Child") shall have attained the age of twenty-one years, my Trustee shall from time to time pay to or for the benefit of the Child such amounts of the net income and principal of the Child's Trust as, in the sole discretion of my Trustee, shall be necessary for the Child's maintenance, support, medical and nursing care and education, including college and graduate education, taking into consideration any other means readily available for such purposes. At the end of each year any unexpended income shall be added to the principal of the Child's Trust. (b) After the Child shall have attained the age of twenty-one years, my Trustee shall pay to the Child the net income derived from the Child's Trust in installments not less frequently than quarterly and such amounts of the principal as, in the sole discretion of my Trustee, shall be necessary for the Child's maintenance, support, medical and nursing care and education, including college and graduate education, taking into consideration any other means readily available for such purposes. (c) If at the time of the creation of the Child's Trust the Child shall have then attained the age set forth below or if the Child shall thereafter attain that age, upon receipt by my Trustee of a written request from the Child, my Trustee shall distribute outright to the Child the fractional portion of the then remaining principal of -the Child's Trust set forth below: Age Fractional Share Twenty-five years Thirty years Thirty-five years One-third One-half Balance then remaining (d) If a Child shall die before final distribution of the assets of the Child's Trust is made, the then remaining principal and any undistributed income of the Child's Trust shall be distributed to the Child's issue then living, per stirpes; provided, however, that if any such issue shall not then have attained the age of twenty-one years, each such issue's share shall be retained by my Trustee as a separate trust estate, IN TRUST NEVERTHELESS, each to be held, administered and Page 4 of 12 pages disposed of in accordance with the provisions of ITEM 5 for the benefit of each such issue (the "Grandchild's Trust"); or if the Child has no issue then living, then to my issue then living, per stirpes; provided, however, that if any such beneficiary is then a beneficiary of a Child's Trust or Grandchild's Trust hereunder, the share of such beneficiary shall be added to the principal of such Child's Trust or Grandchild's Trust as if an integral part thereof, to be held, administered and disposed of in accordance with the terms thereof. 5. GRANDCHILD'S TRUST. My Trustee shall have, hold, manage, invest and reinvest the assets of each Grandchild's Trust, collect the income and (a) Until the beneficiary of the Grandchild's Trust (the "Grandchildll) shall have attained the age of twenty-one years, my Trustee shall from time to time pay to or for the benefit of the Grandchild such amounts of the net income and principal of the Grandchild's Trust as, in the sole discretion of my Trustee, shall be necessary for the Grandchild's maintenance, support, medical and nursing care and education, including college and graduate education, taking into consideration any other means readily available for such purposes. At the end of each year any unexpended income shall be added to the principal of the Grandchild's Trust. (b) After the Grandchild shall have attained the age of twenty-one years, my Trustee shall distribute the remaining principal and any undistributed income of the Grandchild's Trust outright to the Grandchild. If the Grandchild shall have died before attaining that age, my Trustee shall distribute the then remaining principal and any undistributed income to the issue then living of the parent of the Grandchild who was a child of mine, per stirpes, or. if such parent shall have no issue then living, to my issue then living, per stirpes; provided, however, in either event, if any such beneficiary is then a beneficiary of a Child's Trust or Grandchild's Trust hereunder, the share of such beneficiary shall be added to the principal of such Child's Trust or Grandchild's Trust as if an integral part thereof, to be held, administered and disposed of in accordance with the terms thereof. 6. PERPETUITIES PROVISIONS. Nothing herein is intended to, nor shall it be construed to, postpone the vesting of Page 5 of 12 pages any part of the assets of any separate trust estate hereunder for more than twenty-one years after the death of the survivor of me, My Spouse and my issue living at the time of my death. At the expiration of such period the assets of all the separate trust estates hereunder shall immediately vest in fee simple absolute in and be distributed outright to the person or persons then entitled to receive the income therefrom, whether in my Trustee's discretion or otherwise. 7. SPENDTHRIFT PROVISION. No interest in income or principal of my estate or any trust created hereunder shall be subject to attachment, levy or seizure by any creditor, spouse, assignee or trustee or receiver in bankruptcy of any beneficiary of my estate or of any trust created hereunder prior to the beneficiary's actual receipt thereof. My Executor or Trustee shall pay over the net income and the principal to the beneficiaries herein designated, as their interests may appear, without regard to any attempted anticipation (except as may be specifically provided herein), pledging or assignment by any beneficiary of my estate or of any trust created hereunder and without regard to any claim thereto or attempted levy, attachment, seizure or other process against said beneficiary. 8. SURVIVAL PRESUMPTIONS. Any person, other than My Spouse, who shall have died at the same time as I or under such circumstances that it is difficult or impossible to determine who shall have died first, shall be deemed to have predeceased me. If My Spouse and I shall have died at the same time or under such circumstances that it is difficult or impossible to determine who Page 6 of 12 pages shall have died first, My Spouse shall be deemed to have predeceased me. Any person other than me who shall have died at the same time as any then beneficiary of income of my estate or a trust created hereunder or under such circumstances that it is difficult or impossible to determine who shall have died first, shall be deemed to have predeceased such beneficiary. 9 . FIDUCIARY POWERS. In the settlement of my estate and during the continuance of any trust created hereunder, my Executor and my Trustee shall possess, among others, the following powers, exercisable without prior court approval, but in all cases to be exercised for the best interests of the beneficiaries: (a) To retain any investments I may have at my death so long as my Executor or Trustee may deem it advisable to my estate or trust so to do, including securities owned, issued or underwritten by any corporate Executor or Trustee or any of their affiliates. (b) To vary investments, when deemed desirable by my Executor or Trustee, and to invest in such bonds, stocks, notes, real estate mortgages or other securities or in such other real or personal property, including securities owned, issued or underwritten by any corporate Executor or Trustee or any of their affiliates, as my Executor or Trustee shall deem wise, without bein~ restricted to so called "legal investments". (c) In order to effect a division of the principal of my estate or trust or for any other purpose, including any final distribution of my estate or trust, my Executor or Trustee is authorized to make said divisions or distributions of the personalty and realty partly or wholly in kind. If such division or distribution is made in kind, said assets shall be divided or distributed at their respective values on the date or dates of their division or distribution. In making any division or distribution in kind, my Executor or Trustee shall divide or distribute said assets in a manner which will fairly allocate any unrealized appreciation among the beneficiaries. Page 7 of 12 pages (d) To sell either at public or private sale and upon such terms and conditions as my Executor or Trustee may deem advantageous to my estate or trust, any or all real or personal estate or interest therein owned by my estate or trust severally or in conjunction with other persons or acquired after my death by my Executor or Trustee, and to consummate said sale or sales by sufficient deeds or other instruments to the purchaser or purchasers, conveying a fee simple title, free and clear of all trust and without obligation or liability of the purchaser or purchasers to see to the application of the purchase money or to make inquiry into the validity of said sale or sales; also, to make, execute, acknowledge and deliver any and all deeds, assignments, options or other writings which may be necessary or desirable in carrying out any of the powers conferred upon my Executor or Trustee in this paragraph or elsewhere in this will. (e) To mortgage real estate and to make leases of real estate for any term. (f) To borrow money from any party, including my Executor or Trustee, to pay indebtedness of mine or of my estate or trust, expenses of administration, Death Taxes or other taxes. (g) To pay all costs, expenses, legally enforceable debts, funeral expenses and charges in connection with the administration of my estate or trust. (h) To vote any shares of stock which form a part of my estate or trust and to otherwise exercise all the powers incident to the ownership of such stock and to actively manage and operate any incorporated or unincorporated business, including any joint ventures and partnerships, and to incorporate any such unincorporated business, with all the rights and powers of any owner thereof. (i) In the discretion of my Executor or Trustee, to unite with other owners of similar property in carrying out any plans for the reorganization of any corporation or company whose securities form a part of my estate or trust. (j) To assign to and hold in my estate or trust an undivided portion of any asset. (k) To hold investments in the name of a nominee. (1) To compromise controversies. Page 8 of 12 pages (m) To disclaim, in whole or in part, any and all interests in property owned by me at the time of my death, including those passing to me by Will, intestacy, contract, joint ownership, operation of law or otherwise. (n) To employ and compensate from income or principal, in the discretion of my Executor or Trustee, investment and legal counsel, accountants, brokers and other specialists, and, whenever there shall be no corporate Executor or Trustee in office, a corporate custodian, and to delegate to investment counsel discretion with respect to the investment and reinvestment of any or all of the assets held hereunder. 10. EXCULPATORY CLAUSES. In the settlement of my estate: (a) My Executor shall not be personally liable for any loss to my estate or to any beneficiary of my estate resulting from an election made in good faith to claim a deduction as an income tax deduction or as an estate tax deduction. (b) In valuing property in my gross estate for the purposes of any Death Tax, my Executor shall not be personally liable for any loss to my estate or to any beneficiary of my estate resulting from my Executor's decision made in good faith to use a particular valua- tion date. 11. TAX CLAUSE. All inheritance, estate and similar taxes becoming due by reason of my death, except any taxes relating to generation skipping transfers imposed under Chapter 13 of Subtitle B of the Internal Revenue Code, as amended ("Death Taxesll), whether such Death Taxes shall be payable by my estate or by any recipient of any property, shall be paid by my Executor out of the property passing under ITEM 2 of this Will as an expense and cost of administration of my estate; provided, however, that if any property held in any testamentary or inter vivos trust created by My Spouse is includable in my estate for purposes of any Death Tax, then any Death Tax attributable to the inclusion of Page 9 of 12 pages any such property in my estate for the purposes of that Death Tax shall be paid out of such property or by the recipients of such property; and, if such Death Taxes are nevertheless paid by my Executor, I direct my Executor to obtain reimbursement or contribution for any such taxes paid by my Executor. Except to the extent above provided, my Executor shall have no duty or obligation to obtain reimbursement for any Death Taxes paid by my Executor, even though paid with respect to proceeds of insurance or other property not passing under this will. 12. GUARDIAN OF MINOR PERSONS. If My Spouse does not survive me, I appoint my sister-in-law, DAYNA WINAND, of West Chester, Pennsylvania, as the Guardian of the person of each of my minor children. 13. CUSTODIAN OF ESTATES OF MINORS. If at any time any person under the age of twenty-one years shall be entitled to receive any assets free of trust by reason of my death, whether payable hereunder, by operation of law, contract or otherwise, I appoint my Trustee hereinafter named as Custodian for such minor under the Pennsylvania Uniform Transfers to Minors Act. 14. TRUST MERGERS AND TERMINATIONS. (a) If there should be established by My Spouse, either by Last Will and Testament or by inter vivos Deed or Agreement, trusts similar to the trusts herein established for the benefit of my issue, my Trustee herein shall have the right and power to merge trusts herein established with similar trusts for the same beneficiaries established by My Spouse and to operate each of the merged trusts as a single trust. (b) If, in the opinion of my Trustee (other than My Spouse), at any time any trust hereunder is or becomes too small to justify its maintenance as a separate trust, my Trustee (other than My Spouse), in Page 10 of 12 pages such Trustee's sole discretion and without the necessity of court approval, shall terminate such trust by distributing all ~he income and principal of the trust to the then income beneficiary of said trust. If any additions to any such trust are received after its termination under this ITEM, such trust shall be revived and this provision shall continue to apply to it. 15. EXECUTOR APPOINTMENT. I hereby appoint My Spouse, AUDREY A. HANNA, as Executrix of this Will. If for any reason My Spouse should fail or cease to act, I appoint FULTON BANK, with offices in Lancaster, Pennsylvania, and my brother-in-law, RELLAND WINAND, of West Chester, Pennsylvania as Co-Executors. If either of them should fail or cease to act, then the survivor shall serve alone. All references in this will to my "Executor'! shall refer to my originally named Executor, to my successor Co-Executors or surviving Executor, as the case may be. 16. TRUSTEE APPOINTMENT. I hereby appoint My Spouse and FULTON BANK, with offices in Lancaster, Pennsylvania, as Trustee of any Trust created hereunder. My Spouse may designate her successor in writing signed by her. If My Spouse should for any reason fail or cease to act as Trustee hereunder and she has not designated a successor (or the successor so designated fails or ceases to act), then RELLAND WINAND shall serve as Co-Trustee hereunder. No Trustee serving hereundar shall be liable for any acts or omissions of the Trustee occurring prior to their assuming the office of Trustee or Co-Trustee hereunder. So long as a beneficiary of a trust hereunder is a Trustee or Co-Trustee, he or she shall not (i) participate in any discretionary determination of the Trustee to distribute principal or income of such trust to or for the benefit of such beneficiary or to his or her issue; or Page 11 of 12 pages (ii) participate in any discretionary determination of the Trustee to terminate said trust under the ITEM hereof entitled "TRUST MERGERS AND TERMINATIONS". All references in this will to my "Trustee" shall refer to my originally named Co-Trustees or to my successor Co-Trustees or Trustee, as the case may be. 17. WAIVER OF BOND; FIDUCIARY FEES. My Custodian, Executor and Trustee shall qualify and serve without the duty or obligation of filing any bond or other security. Any corporate fiduciary shall be entitled to compensation for services in accordance with the standard schedule of fees in effect when the services are rendered. IN WITNESS WHEREOF, I have set my hand and seal to this, ~0'., pit" P \, ,.,1 . We, the underslgned, hereby certlfy that the foregoing Will was signed, sealed, published and declared by the above-named Testator as and for his Last Will and Testament, in the presence of us, who, at his request and in his presence and in the presence of each other, have hereunto set our hands and seals the day and year above written, and we certify that at the time of the execution thereof' the said Testator was of sound and disposing minC\:~memo;p"! "' !. I ." /' If] <- -7t)/'-'..J:,4:l'ik( (SEAL) Res~ding at, ).t']:, t,,/rrI1v-rLti-\. i I?~J )/Df/- the preceding my Last Will and Testament, consisting /)j eleven (11) pages, this ~ day , 1995. /, ~- -' . , \ '., \ 't ~ ; (SEAL) Residing at: , ' ,.:- ~~. S-r ) . { A f 7 '-(I. it / I J' (SEAL) Residing at: , "r< ,:.A f~. .~'~ .' . Page 12 of 12 pages EXHIBIT B [FULTON FINANCIAL ADVISORS LETTER DATED 9/19/06] ~"{r;? ~~ . ~L;1~{LL-C~' [='tl~J '( (i,l,- ), ,- S1-1 FULTON FINANCIAL ADVISORS Writer's Direct Dial Number (717) 255-7568 Fax: (717) 231-7747 A10king Success Personal. September 19, 2006 Heather D. Royer, Esquire Smigei, Anderson & Sacks LLP 4431 North Front Street Harrisburg, PA 17110 RE: Estate of Joseph P. Hanna Dear Heather: I have had an opportunity to review your letter of September 15, 2006, Last Will and Testament and the Inheritance Tax Return for Joseph P. Hanna. Fulton Financial Advisors has exercised its discretion under paragraph 14 (b) of the Last Will and Testament to terminate the credit shelter trust due to its small size. I have enclosed a copy of our current fee schedule, which would apply for this type of an account. As stated in our fee schedule, the minimum annual fee of $5,000 would apply. Therefore, it would be in the best interest of Mr. Hanna's heirs to terminate such trust. If you have any questions, please feel free to contact me at 255-7568. Sincerely. ~~o?~~cU Sandra L. Drummond Vice President and Relationship Manager SLD EXHIBIT "B" 200 North 3rd Street, Harrisburg, PA 1710 1 · www.fultonfinancialaclvisors.com l,.,\""lnwnls. \Vealth Management. CorpOl'ate and Retirement Services. Private Banking. Insurance SMIGEL, ANDERSON & SACKS LLP JOANNE A. BRADLEY, PARALEGAL PHONE: (717) 234-2401 ATTORNEYS AT LAW TOLL FREE: 1-800-822-9757 FACSIMILE (717) 234-3611 EMAIL: jbradley@sasIlp.com www.sasIlp.com April 9, 2007 File No. 8963-1-5A Register of Wills Cumberland County Courthouse 1 Courthouse Square Carlisle, P A 17013-3387 ATTENTION: Jackie ( C) --'--'1 _~.l >,.1 Re: Estate of Joseph P. Hanna No. 2006-00487 :~ i '::::; C.7-' Dear Jackie: As per our telephone conversation, enclosed please find for filing an original and six (6) copies of a Consent to Termination of Trust to be filed in the above Estate. I am also enclosing a check payable to the Register of Wills in the amount of$5.00 as the required filing fee. Please date and time stamp the additional copies of the Consent and return them to our office in the self-addressed stamped envelope enclosed. If you have any questions, please feel free to contact me. Very truly yours, ~t.~ Joanne A. Bradley Paralegal :jab Enclosures cc: Audrey A. Hanna, Executrix (w/encl.) River Chase Office Center, 3rd Floor 4431 North Front Street, Harrisburg, Pennsylvania 17110-1260 A PENNSYLVANIA LIMITED LIABILITY PARTNERSHIP