HomeMy WebLinkAbout12-18-08PETITfON FOR PROBATE AND GRANT OF LETTERS
REGISTER OF WILLS OF CUMBERLAND COUNTY, PENNSYLVANIA
Estate of Leon C. Morrison
also known as
Deceased
File Number 21-- (~~ ~ a,
Social Security Number 186-24-8627
Sondra I_. McCoy
Petitioner(::), who is/are 18 years of age or older, apply(ies) for:
(COMPLE"irE A' or '8' 13ELOW.•)
QX A. Probate and Grant of Letters Testamentaryand aver that Petitioner(s) is/are the Executrix
last Will of 'the Decedent, dated 12/28/2005 and codicil(s) dated
named in the
State relevant circumstances, e.g., renunciation, death of executor, etc.
Except as follows, Decedent did not marry, was not divorced, and did not have a child born or adopted after execution of the instrument(s) offered
for probate, was not the victim of a killing and was never adjudicated an incapacitated person:
E3. Grant of Letters of Administration
app Ica e, en ec c..a.; ..n.c..a.; en e i e; uran e a sen ~a; uran a moron a e
Petitioner(s~ after a proper search haslhave ascertained that Decedent left no Will and was survived by the following spouse (if any) and heirs(/f
Administration, c. t. a. ord.b.n.c.t.a., enter date of IMII in Section A above and complete list of heirs.)
Name Relationship Residence
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(COMPLETE /N ALL CASES:) Attach additional sheets if necessary. ~ :: ~, _
Decedent was domiciled at death in Cumberland County, Pennsylvania with his /her last principal r~~nce at N
A .-
82 Ridge Avenue, Carlisle, North Middleton, Cumberland, PA 17013 r
(List street address, town/city, township, county, state, zip code)
Decedent, tlhen 75 years of age, died on 12/0412008 at Harrisburg Hospital, Harrisburg, Dauphin County, Pennsylvania
Decedent a1: death owned property with estimated values as follows:
(If domiciled in PA)
(If not domiciled in PA)
(If not domiciled in PA)
Value of real estate in Pennsylvania
All personal property
Personal property in Pennsylvania
Personal property in County
situated as 1`ollows: 82 Ridge Road, Carlisle, Cumberland County, Pennsylvania
850,000.00
350,000.00
Wherefore, Pe:titioner(s) respectfully request(s) the probate of the last Will and Codicil(s) presented with this Petition and the grant of Letters in the appropriate form to
the undersigned:
Signature Typed or printed name and residence
Sondra L. McCoy 51 Hoy Road
~~ ~ Carlisle, PA 17013
~~ f;77L~~~~"5 . 717!249-9000
Form RW-O2 Rev. 10-13-2006 Copyright (c) 2006 form software only The Lackner Group, Inc. Page 1 of 2
Oath of Personal Representative
COMMONWEALTH OF PENNSYLVANIA } SS
COUNTY OF Cumberland }
The Petitioner(s) above-named swear(s) or affirm(s) that the statements in the foregoing Petition are true and correct to the best of
the knowledge and belief of Petitioner(s) and that, as personal representative(s) of the Decedent, Petitioner(s) will well and truly
administer the estate according to law.
~~~. ~°~~
Sworn to or affirmed as~d subscribed . °4~
Signature of Personal Representative Sondra L. McCoy
G~fore rr~e ±his ~ ~ti__ day of
C i~~- c.
`~ For the Register
Signature of Personal Representative ~.>
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File Number: 21-- ~~ ~a,~(~1
Estate of Leon C. Morrison
A/K/A
,Deceased
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Social Security Number: ,/186-24-8627 r,~,Q~ Date of Death: 12/04/2008
AND NOW, ~ U~ -,~k~`ei~-~ ~~ u^W , in consideration of the foregoing Petition, satisfactory proof
having been presented before e, IT IS DECREED that Letters Testamentary
are hereby granted to Sondra L. MCCoY
in the above estate
and that the instrument(s) dated 12/28/2005
described) in the Petition be admitted to probate and filled of record as the last Will (and Codicil(s)) of Decedent.
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Letters....1.1.~;~1.QR~.~.1~........ $
Short Certificate(s)...... .....~......... $
Renunci2ition(s) .......... ................... $
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TOT,AL............_ ... ................. $ ~~
Attorney Name: SUSan E. Lederer
Supreme Court I.D. No.: 44861
L.O. of Susan E. Lederer
Address: 5011 Locust Lane
Harrisburg, PA 17109
Telephone: 7171652-7323
Form RWO2 Rev. 10-13-2006 Copyright (c) 2006 form software only The Lackner Group, Inc. Page 2 of 2
Attorney Signature: ~~ .~~~~.
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H705-1d3 REV 172006
TYPE/PRIN7IN
PERMANENT
BLACK INK
0
COMMONWEALTH OF PENNSYLVANIA • DEPARTMENT OP HEALTH • VITAL RECORDS
CERTIFICATE OF DEATH ~~ c~ `~~~~
(See instructions and examples on reverse) STATE FILE NUMBER v 0
t. Name pt Decedent (First mitldle, last, wRx) 2. Sex 3. Social $eppnN Number 4. D 1 Deadt (Month bay, year)
Leon C. Morrison M 186 - 24 - 8627 (~
5. Age (Last Birthday) Under 1 year Under 1 day 6. Data of Birth (Month, day, year) 7. Birthplace (City and slate or fo reign cpunlry) 6a. Place of DeaN (Check Dory ono)
wmns Days Hass w,ums Hospital: Other:
7> Yre. 1/ 13/ 1933 Carlisle , PA t~rnpeYlenl ^ ER /Outpatient ^ DOA ^ Nursing Homa ^ Residence ^Other- SpeciN:
W. County pl Deelh &. City, Boro, Twp. of Death ttd. Fadiliry Name (II iwt insfilmion, give sHeet and number) 9. Was Decadent of Hispank Origin? ®Np ^ Yes 10. Race: American Indian, Black, White, etc.
Dauphin
Harrisburg
Harrisburg Hospital (U yes, speedy Cuban.
Mexican, Puerto Rican, etc.) (Specif)1
White
11. DecedenYS Usual Ox don Kits of wort, tl orte tlun most of woad life. Do opt sWfe reared 12. Was Decedent ever x<Nte 13. Decedent's Education (Specify only highest grede comp letetl) 11. MarU91 Setus: Martied, Never ManieQ 75. Surviving Spo use (II wife, give maiden name)
Kintl of Work Kits of Business / Irduslry U.S. Armed Forces? Elementary /Secondary (0-12) College (7-0 or 5+) Widowed, Diwroed (Speciryg
Owner/ rotor Mo rison's Oil Servi ^Yea C~3Np 12 Married Jeannette Case
16. Decedent's Mailing Address (Street dry /town, state, zip code)
82 Fridge Ave. Decedent's Did Decedent
Actual Residence t7a. Sate PA Live m a 17c. [~ vas, Decedent Lived in North Middleton T„~.
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Carlisle, PA 17013 .
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18. Father's Name (First middle, lass, suffix) 79. Mother's Name (First midtlk, maiden sumema)
John A. Morrison Ma E. Griffie
20a. InbrtnanYs Name (Type I Print) 20b. Inlormant's Mailing Address (Street, dN /town, slate, zip code)
Sondra Lee McCo 51 Hoy Rd., Carlisle, PA 17013
21 a. McUmd M Disposnbn ^ Cremation ^ Donation
. 21 b. Dale of Disposidon (Month, day, year) 27c. Place of Disposition (Name of cemetery, crematory or otlzv
place)
2ttl. Location (City l town, share, zip code)
® Buiel ^ Aemovel irom State j Waa CremaUOn or Donation AuNredzed
^ omer sDacin: ; brMedlwlEaamine,rcprotrer? ^vea^Np 12 8 2008 Westminster Memorial Gardens Carlisle PA 1'1013
w 22a. Signature of F Licensee (ape cdn9 wch) /~ 22b. L'cense Number 22c. Name and Address of Fadliry
_ ~ ~I t D 012633 L Fleeing Brothers FLu7eral Home, Inc., Carlisle, PA 17013
Complete Items 23ac Doty when ceddldng 23a. To Ilre best of my knowledge, de oxurted et Ure lime, date aril place staled. (Signature and dtk) 236. License Number 23c. Date Signetl (Month, tlay, year)
physidan is not. available et time of death Ip
candy cause of death.
Items 2426 must oe completed by person 2<. Time of D'g`iM
~ 25. D e onourced Dead (Man h, tlay, year) ~ } 26. Was Case Raterred to Medcal Examiner) Coroner for a Reason Other than Cremetgn or Donation?
who pronounces death. j „(u
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USE OF DEATH (See Instnsetiona end ezampMs)
r Approximate interval: Pad I I: Enter other sN~ ant a'xidniona contdbutm to eealn, 26. Did Tobacco Use Contnbule to Death?
hem 27. Pan I: Enter Ilre ch'iin of events - tliseases, mjunes, or complicatrons - that directty caused the death. DO NOT enter terminal events such as cardiac ,nest, Onset tp Death but not resuMng in the undertying rouse given in Pan L ^Ves ^ Probably
respiralay artest or venfncular fibdlladon wflhoN showing Hte edpla~y. List Doty one cause on each fine. ^ No ^ Unkrawn
IMMEIHATE CAUSE (Foal disease or ~ .,
caMidal rewlGng in death) (~~ (1.
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29. U Female:
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Due to or ae a ngequence on: Not pregnant within past year
Seq dalVy list wrdinons, U any, b. ~
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Enter the UNDERLYING CAUSE ( ~°BCCe °
^ Nat pregnant but pregnant wilnin 42 days
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(disease ar injury that inid0led V1e
events reaudinq m tleaUl LAST p W depth
Due to or s e
( a wnsegue a pp: ^ Not pregnant, but pregnant 43 de s tp 1
y year
d. belore Beam
^ lMknown if Dregnanl wimin me past year
30a. Was an Auopsy 30b. Were Autopsy F'ndings 31. Mariner of Deelh 32a. Date of Injury (Monts, day, year) 32b. Describe How Injury Occurred 32c. Place of Injury: Home, Fans, Sreet Factory,
Pedormed i' Available P(qr Ip Canpletion ^ „~~1 ^ HomiEMe
'AeI OKce BuiMing, etC. (Specity)
of Cause of Dean? 4.~
^ Yes (y}•+~ ~ ^Ves L1J~ ^ Acadent ^ Pending Investigation 32d. Time pl Inlury 32e. Injury at Work? 321. If Transportation rotary (Specify) 32g. Loralion of Injury (Street city I town, state)
^ Sukkle ^ Could Nal be Detertnirred ^Ves ^ No ^ Onver / Operefa ^ Paswriger ^Pedesman
M ^Other - Spepty:
33s. CarUtrer (deck only one) 33b. 6ignal a of re' r
• CedHylrg physician (Physician cendydg cause of deem when arpmar physician has prorouncetl deem and completed Uem 23)
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Ta tM beat of mY knowledge, death ascored doe to the wuae(a)end manner ae eMled_______..__________~______________ ^ - Y ~
• Pronamcing and wdeying phyeklen (Physician bom prorourx:ing deem and twtily'xig W cause d deem)
Toms beet of my knowNdga, deem occuned al the Hma, tlma, entl plow, eM due to the eauea(a) end mwmar ~ stated_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ ~ .License Numb, 33d D Si
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• Medkad Examiner / Corowr . /L
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On the basis of examination and / or ImeeHgatron, In my opinbn, death occurred M tM Het., date, and place, aria due to Hre wuea(s) and manner as steted_ ^ „ „ ss ry•F~ ~4M Item 7~]T~,ig{Pant ~ /
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Last Will and Testament
of
Leon C. Morrison
I, Leon C. Morrison, a resident of Carlisle, Cumberland County, Pennsylvania,
revoke any prior wills and codicils made by me and declare this to be my Last Will and
Testament.
Article One
Family information
I am married to Jeannette Morrison. `Jde were married on August 31, 1951. Any
reference in my will to my wife is to Jeannette Morrison.
I have two children. Their names and dates of birth are:
Sondra L. McCoy, born on September 3, 1954
Michael A. Morrison, born on November 30, 1959
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All references to my children in my will are to these children. z 7
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References to my descendants are to my children and their descendants. ~ ? ~
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Article Two
Specific and General Gifts
Section 2.01 Specific Distribution to Michael A. Morrison
As soon as practicable after my death, if my wife has predeceased me, I give the sum of
$50,000.00 to Michael A. Morrison.
As soon as practicable after my death, even if my wife survives me, I forgive any
outstanding balance of my loan to Michael A. Morrison related to the property located at
1020 Newville Road.
Page 1
If Michael A. Morrison should predecease me, I give the property subject to this
distribution to the then living descendants of Michael A. Morrison, per stirpes.
Property passing under this Section shall pass free of any administrative expenses or
death taxes.
Section 2.02 Specific Distribution to Sondra L. McCoy
As soon as practicable after my death, even if my wife survives me, I give the real estate
located at 1129 Harrisburg Pike to Sondra L. McCoy.
If Sondra L. McCoy should predecease me, I give the property subject to this distribution
to Robert E. McCoy.
Property passing under this Section shall pass free of any administrative expenses or
death taxes.
Section 2.03 Specific Distribution to Shirley Snyder
As soon as practicable after my death, even if my wife survives me, I give the sum of
$10,000.00 to Shirley Snyder.
If Shirley Snyder should predecease rne, I give the property subject to this distribution to
Richard Snyder. If Richard Snyder should predecease me, I give the property subject to
this distribution to the then living descendents of Shirley Snyder, per stirpes.
Property passing under this Section shall pass free of any administrative expenses or
death taxes.
Section 2.04 Specific Distribution to Grandchildren
If my wife has predeceased me, then as soon as practicable after my death, I give the sum
of $10,000.00 to each of my surviving grandchildren. If my wife survives me, this
distribution shall lapse and the property subject to this distribution shall instead be
distributed under the other provisions of my will.
Property passing under this Section shall pass free of any administrative expenses or
death taxes.
Section 2.05 Specific Distribution to Great-Grandchildren
If my wife has predeceased me, then as soon as practicable after my death, I give the sum
of $1,000.00 to each of my surviving great-grandchildren. If my wife survives me, this
distribution shall lapse and the property subject to this distribution shall instead be
distributed under the other provisions of my will.
Page 2
Property passing under this Section shall pass free of any administrative expenses or
death taxes.
Section 2.06 Disposition of Tangible Personal Property
I give all my tangible personal property, together with any insurance policies covering
such property and claims under such policies in accordance with a "Memorandum for
Distribution of Personal Property" or other similar writing directing the disposition of
such property, which shall be dated and signed by me.
I intend that the writing qualify to distribute my tangible personal possessions under
applicable state law.
Section 2.07 Contingent Distribution of Tangible Personal Property
I give any tangible personal property not disposed of by a written memorandum to my
wife, if she survives me. If she does not survive me, I give the property to my children in
shares of substantially equal value, to be divided among my children as they shall agree.
In case my children do not agree upon the division of the property within a reasonable
time not to exceed 6 months after my death, my Executor shall make the division. My
Executor may select an individual to represent any child my Executor believes is
incapable of acting in his or her own best interest.
My Executor, whose decision shall be final and binding, may use a lottery or rotation
system to determine the order of selection and distribution of any such property, or may
otherwise allocate and distribute the same. As an alternative, my Executor may sell any
of the property and distribute the net proceeds equally among my living children. My
Executor shall incur no liability to any party for any decision made by my Executor with
respect to either the division or sale of my tangible personal property, and any decision
made by my Executor shall be final and binding on all of my beneficiaries.
Section 2.08 Definition of Tangible Personal Property
For purposes of this Article, my tangible personal property shall include but not be
limited to my household furnishings, appliances and fixtures, works of art, motor
vehicles, pictures, collectibles, personal wearing apparel and jewelry, books, sporting
goods, and hobby paraphernalia.
Tangible personal property shall not include any tangible property that my Executor, in
its sole discretion, determines to be part of any business or business interest that I own at
my death.
Section 2.09 Ademption
If property to be distributed under this Article becomes part of my probate estate in any
manner after my death, then the gift shall not adeem on account of not being a part of my
Page 3
probate estate at my death, and my Executor shall distribute the property as a specific gift
in accordance with this Article. If property to be distributed under this Article is not part
of my probate estate upon my death and does not subsequently become part of my
probate estate, then the specific gift made in this Article shall be considered null and
void, without any legal or binding effect.
Section 2.10 Encumbrances and Incidental Expenses of Tangible
Personal Property
My Executor shall distribute property under this Article subject to liens, security interests
or other encumbrances on the property.
My Executor shall pay, as an administration expense, the reasonable expenses of storing,
packing, insuring, transporting and otherwise caring for my tangible personal property
until actual delivery of each article of property to the appropriate beneficiary.
Article Three
My Residuary Estate
Section 3.01 Definition of My Residuary Estate
All the remainder of my estate, including property referred to above that is not effectively
disposed of, shall be referred to in my will as my "residuary estate."
Section 3.02 Disposition of My Residuary Estate
If my wife survives me, my Executor shall divide my residuary estate into two separate
shares as provided in Section 3.03 and Section 3.04. One share shall be designated the
"Marital Share" and the other share shall be designated the "Non-Marital Share."
If my wife predeceases me, my residuary estate shall be administered as provided in
Article Six entitled "Distribution to Sondra L. McCoy."
Section 3.03 Division of My Residuary Estate (No Federal Estate Tax)
If there is no federal estate tax in effect at my death and Section 1022 of the Internal
Revenue Code is in effect, my Executor shall allocate to the Non-Marital Share property
from my residuary estate selected by my Executor that collectively has a sufficient
amount of appreciation to fully utilize the entire aggregate basis increase allowed under
Section 1022(b).
Page 4
From the remaining property of my residuary estate, my Executor shall allocate to the
Marital Share property selected by my Executor that, taking into account any other
property passing to my wife by reason of my death (whether under or outside of my will)
shall collectively have a sufficient amount of appreciation to fully utilize the spousal
property basis increase available to my estate under Section 1022(c) of the Internal
Revenue Code.
My Executor shall then allocate the remaining property of my residuary estate to the
Non-Marital Share.
The Marital Share shall be administered as provided in Article Four entitled "the Marital
Trust." The Non-Marital Share shall be administered as provided in Article Five entitled
"The Family Trust."
My Executor shall satisfy the gifts to the Non-Marital Share and the Marital Share by
selecting property having the lowest fair market value necessary to utilize the basis
increase allowed under Sections 1022(b) and (c) of the Internal Revenue Code except,
however, I authorize my Executor, other than my spouse or a contingent beneficiary, to
depart from this direction if my Executor determines that there is good reason to do so.
My Executor may consider whether an asset is more likely to be sold in the near future
than another asset and whether to preserve certain assets of the trust for future
generations. A Executor, acting in good faith, shall not be liable to any beneficiary for
exercising or failing to exercise its discretion in making allocations under this Section.
Section 3.04 Division of My Residuary Estate (Federal Estate Tax Exists)
If the federal estate tax is in effect at my death, my Executor shall divide my residuary
estate as provided in this Section.
(a) Creation of the Non-Marital Share
My Executor shall allocate to the Non-Marital Share a pecuniary amount
equal to the largest amount that can pass free of the federal estate tax
taking into account the applicable credit amount (unified credit) and the
state death tax credit provided use of any estate death tax credit does not
require an increase in the state death taxes paid, and after taking into
account any property passing outside of my probate estate that is
includable in my gross estate.
In making the computations necessary to determine the amount of the
Non-Marital Share, my Executor shall use the value of those assets as
finally determined for federal estate tax purposes and shall not take into
account any renunciation or disclaimer by or on behalf of my wife.
The Non-Marital Share shall be administered as provided in Article Five
entitled "The Family Trust."
Page 5
(b) Creation of the Marital Share
My Executor shall allocate the balance of my residuary estate to the
Marital Share. The Marital Share shall carry with it a pro rata share of the
income, provided that in no event shall the Marital Share receive less
income than that required to be paid to my wife under applicable state law.
The Marital Share shall be administered as provided in Article Four
entitled "the Marital Trust."
(c) Funding the Non-Marital Share
If the federal estate tax is in effect at my death, my Executor shall have
complete authority and discretion to satisfy the gift to the Non-Marital
Share in cash or in kind, or partly in cash and partly in kind, or in
undivided interests in property.
My Executor shall value all property allocated in kind to the Non-Marital
Share in satisfaction of the pecuniary amount on the basis of the value of
such property on the date or dates so allocated.
My Executor shall allocate property or the proceeds of any property to the
Non-Marital Share that does not qualify for the federal estate tax marital
deduction. I request that my Executor always consider the tax
consequences of allocating or distributing to the Marital Share any policy
of insurance that insures the life of my wife, property subject to the
foreign death credit, property on which a tax credit is available, or
property that is income in respect of a decedent under the Internal
Revenue Code.
Section 3.05 Disposition of Property Upon Disclaimer by My Wife
My wife shall have the right within the time and in the manner provided by law to
disclaim any portion or all of the property passing to or for her benefit under my will. If
my wife disclaims any portion of the property that would otherwise be allocated to the
Marital Share, my Executor shall add the disclaimed property to the Non-Marital Share.
If my wife disclaims the interest she has in any portion of the Non-Marital Share, my
Executor shall dispose of the disclaimed interest under the provisions of my will as
though she had predeceased me.
My wife's right to disclaim any portion or all of the property passing to or for her benefit
under my will shall either be exercised by my wife personally, or by any fiduciary or
agent appointed by my wife who is specifically empowered to exercise her right to
disclaim by the terms of the appointment, or under applicable law.
Page 6
Article Four
The Marital Trust
I give the Marital Share to my Trustee in trust to hold and administer as provided in this
Article. The trust will be referred to as the "Marital Trust."
Section 4.01 Distributions of Net Income
My Trustee shall distribute all of the net income of the Marital Trust to my wife at least
monthly during her lifetime. Nothing contained in my will shall limit the right of my
wife to receive the entire net income of the Marital Trust.
Section 4.02 Distributions of Principal
My Trustee shall distribute to my wife as much of the principal of the Marital Trust as
my Trustee determines is necessary or advisable for her health, education, maintenance
and support.
My Trustee, in its sole discretion, may consider the needs of my wife and other income
and resources available to my wife.
Section 4.03 Unproductive Property
Upon written request of my wife, my Trustee shall convert any nonproductive property
held in the Marital Trust to productive property.
Section 4.04 Separate Share for Disclaimed Property
My Trustee shall hold any property that has become property of the Marital Trust as a
consequence of a disclaimer by my wife as a separate share of the Marital Trust with
provisions identical to those contained in the other sections of this Article.
Section 4.05 Qualified Terminable Interest Property
I intend that the Marital Trust property shall constitute qualified terminable interest
property for federal or state death tax purposes if and to the extent my Trustee makes the
necessary election. My will shall be interpreted to accomplish such intent.
If my Trustee elects to have some but not all of the property in the Marital Trust qualify
as qualified terminable interest property for federal or state death tax purposes, the
qualified property and the non-qualified property shall be separated into separate shares,
but each share shall be held upon identical terms and conditions as if there had been no
Page 7
division. The separate shares may be invested in a common fund with each share owning
a proportionate fractional share of the fund.
Section 4.06 Termination of the Marital Trust at the Death of My Wife
The Marital Trust shall terminate upon the death of my wife.
If my wife has not fully exercised her testamentary limited power of appointment over
the trust property remaining at her death, my Trustee shall administer the unappointed
balance or remainder of the Marital Trust as provided in Article Six entitled "Distribution
to Sondra L. McCoy.
Article Five
The Family Trust
My Trustee shall hold and administer the Non-Marital Share in trust as provided in this
Article. The trust will be referred to as the "Family Trust."
Section 5.01 Family Trust Beneficiary
My wife shall be the only beneficiary of the Family Trust during her lifetime.
Section 5.02 Separate Share for Disclaimed Property
To the extent that any property is added to the Family Trust as the result of a qualified
disclaimer by my wife, the property shall be held in a separate share of the Family Trust
during the lifetime of my wife, and shall be separately administered in accordance with
all of the provisions of this Article.
The sole purpose of maintaining the separate share is to keep the disclaimed property,
together with all income from the property that is accumulated in the trust, separate from
the other property of the Family Trust over which my wife has a power of appointment
and avoid the possible disqualification of an otherwise qualified disclaimer under Section
2518 of the Internal Revenue Code.
Section 5.03 Distribution of Income and Principal
My Trustee shall distribute to my wife as much income and principal of the Family Trust
as my Trustee determines is necessary or advisable for her health, education, maintenance
and support.
Page 8
Any undistributed net income shall be accumulated and added to principal.
Section 5.04 My Wife's Right to Withdraw Principal
My wife shall have the right, exercisable by written request to my Trustee before the
close of each calendar year, to withdraw either in cash or in kind:
An amount from the principal of the Family Trust not exceeding the
amount referred to in Section 2514(e)(1) of the Internal Revenue Code
(currently $5,000); and
If my wife is living on the last day of the calendar year, that percentage
referred to in Section 2514(e)(2) (currently 5%) of the current fair market
value of the principal of the Family Trust that exceeds the amounts
previously withdrawn by my wife during the calendar year under this
paragraph.
The amount referenced by Section 2514(e)(1) must be determined by taking into account
all other powers of withdrawal exercised by my wife that must be aggregated under
Section 2514(e)(1) in determining the largest lapse that can occur without being treated
as a release. This right of withdrawal shall be noncumulative and shall lapse if not
exercised during the calendar year.
My Trustee shall distribute the requested property to my wife outright, free from trust.
Section 5.05 Guidelines to My Trustee
In making discretionary distributions under this Article, my Trustee should bear in mind
that my primary concern and objective is to provide for the well-being of my wife and the
preservation of principal is not as important as the accomplishment of this objective.
Without limiting my Trustee's discretion, I recommend, but do not require, that my
Trustee not distribute principal from the Family Trust to my wife until the principal of the
Marital Trust is substantially exhausted.
Section 5.06 Termination of the Family Trust
The Family Trust shall terminate upon the death of my wife. My Trustee shall administer
the unappointed balance or remainder of the Family Trust as provided in Article Six
entitled "Distribution to Sondra L. McCoy."
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Article Six
Distribution to Sondra L. McCoy
Upon the death of the survivor of my wife and me, my Executor or my Trustee, as the
case may be, shall distribute my residuary estate to Sondra L. McCoy outright.
If Sondra L. McCoy is deceased, all property allocated to this Article shall be distributed
as follows:
Michael A. Morrison 30%
Robert E. McCoy 30%
Neil R. McCoy 10%
Jonathan A. McCoy 10%
Michelle Morrison 10%
Andrew Morrison 10%
If any of the above-named beneficiaries has died, his or her share shall be distributed to
the surviving beneficiaries, pro rata. If all of said beneficiaries have died, then the
property allocated to this Article shall be administered as provided in Article Seven
entitled "Remote Contingent Distribution."
Article Seven
Remote Contingent Distribution
If, at any time, there is no person or entity qualified to receive final distribution of my
probate or trust estate or any part of it, then the portion of my probate or trust estate with
respect to which the failure of qualified recipients has occurred shall be distributed one-
half to those persons who would. inherit it had I then died intestate owning the property,
and one-half to those persons who would inherit it had my wife then died intestate
owning such property, all as determined and in the proportions provided by the laws of
Pennsylvania then in effect.
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Article Eight
Designation of Fiduciaries
Section 8.01 Executor
I name Sondra L. McCoy as my Executor. If Sondra L. McCoy fails or ceases to act as
my Executor, I name Michael A. Morrison as my Executor.
Section 8.02 My Trustee
I appoint Sondra L. McCoy as my Trustee to serve as Trustee of any trusts created under
my will. If Sondra L. McCoy fails or ceases to act as Trustee, I appoint Michael A.
Morrison as my Trustee.
Article Nine
Trust Administration Provisions
The provisions of this Article pertain to any trust created under my will.
Section 9.01 No Court Proceedings
Any trust created under my will shall be administered expeditiously, consistent with the
provisions of my will, free of judicial intervention, and without order, approval or action
of any court. A trust shall be subject to the jurisdiction of a court only if my Trustee or
another interested party institutes a legal proceeding. A proceeding to seek instructions
or a court determination shall be initiated in the court having original jurisdiction over
matters relating to the construction and administration of trusts. Seeking instructions or a
court determination shall not subject a trust to the continuing jurisdiction of the court.
Section 9.02 Resignation of a Trustee
A Trustee may resign by giving notice to the income beneficiaries of the trust and to any
other Trustee then serving.
Section 9.03 Removal of a Trustee
A Trustee of any trust created under my will may be removed, with or without cause, by
the unanimous decision of all the income beneficiaries of the trust. A Trustee may be
removed under this subsection only if, on or before the effective date of removal, the
person or persons having the right of removal appoint an individual or corporate fiduciary
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that simultaneously commences service as Trustee. The Trustee so appointed may not be
related or subordinate to the person or persons having the right of removal within the
meaning of Section 672(c) of the Internal Revenue Code.
The right to remove a Trustee under this subsection shall not be deemed to grant to the
person holding that right any of the powers of that Trustee.
If a beneficiary is a minor or is incapacitated, the parent or legal representative of the
beneficiary may act on behalf of the beneficiary.
Section 9.04 Default of Designation
If the office of Trustee of a trust created under my will is vacant and no designated
successor Trustee is able and willing to act as Trustee, my wife shall appoint an
individual or corporate fiduciary that is not related or subordinate to the person or persons
making the appointment within the meaning of Section 672(c) of the Internal Revenue
Code as successor Trustee.
If my wife is unable or unwilling to act, a majority of the income beneficiaries of the trust
shall appoint an individual or corporate fiduciary that is not related or subordinate to the
person or persons making the appointment within the meaning of Section 672(c) of the
Internal Revenue Code as successor Trustee.
Any beneficiary may petition a court of competent jurisdiction to appoint a successor
Trustee to fill any vacancy remaining unfilled after a period of 30 days. By making such
appointment, the court shall not thereby acquire any jurisdiction over the trust, except to
the extent necessary for making the appointment.
If a beneficiary is a minor or is incapacitated, the parent or legal representative of the
beneficiary may act on behalf of the beneficiary.
Section 9.05 Notice of Removal and Appointment
Notice of removal shall be in writing and shall be delivered to the Trustee being removed
and to any other Trustees then serving. The notice of removal shall be effective in
accordance with its provisions.
Notice of appointment shall be in writing and shall be delivered to the successor Trustee
and any other Trustees then serving. The appointment shall become effective at the time
of acceptance by the successor Trustee. A copy of the notice shall be attached to my will.
Section 9.06 Appointment of a Cotrustee
Any individual Trustee may appoint an individual or a corporate fiduciary as a Cotrustee.
A Cotrustee so named shall serve only as long as the Trustee who appointed the
Cotrustee (or, if the Cotrustee was named by more than one Trustee acting together, by
the last to serve of those Trustees) serves, and that Cotrustee shall not become a successor
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Trustee upon the death, resignation, or incapacity of the Trustee who appointed the
Cotrustee, unless so appointed under the terms of my will. The Trustee appointing a
Cotrustee may revoke the appointment at any time with or without cause.
Section 9.07 Corporate Fiduciaries
Any corporate fiduciary serving as a fiduciary under my will must be a bank, trust
company, or public charity that is qualified to act as a fiduciary under applicable federal
and state law and that is not related or subordinate to any beneficiary within the meaning
of Section 672(c) of the Internal Revenue Code.
Section 9.08 Incapacity of a Trustee
If any individual Trustee becomes incapacitated, it shall not be necessary for the
incapacitated Trustee to resign as Trustee. A written declaration of incapacity by the
Cotrustee, if any, or, if none, by the party designated to succeed the incapacitated
Trustee, if made in good faith, will terminate the trusteeship.
Section 9.09 Appointment of Independent Special Trustee
If for any reason the Trustee of any trust created under my will is unwilling or unable to
act with respect to any trust property or any provision of my will, the Trustee shall
appoint, in writing, a corporate fiduciary or an individual to serve as an Independent
Special Trustee as to such property or with respect to such provision. The Independent
Special Trustee appointed shall not be related or subordinate to any beneficiary of the
trust within the meaning of Section 672(c) of the Internal Revenue Code. The Trustee
may revoke the appointment at will.
An Independent Special Trustee shall exercise all fiduciary powers granted by my will
unless expressly limited elsewhere in my will or by the Trustee in the instrument
appointing the Independent Special Trustee. An Independent Special Trustee may resign
at any time by delivering written notice of resignation to the Trustee. Notice of
resignation shall be effective in accordance with the terms of the notice.
Section 9.10 Majority Action of Trustees
If two Trustees are eligible to act with respect to a given matter, the concurrence of both
shall be required for action to be taken; if more than two Trustees are eligible to act with
respect to a given matter, the concurrence of a majority of my Trustees shall be required
for action to be taken.
A nonconcurring Trustee may dissent or abstain from a decision of the majority. A
Trustee shall be absolved from personal liability by registering its dissent or abstention in
the records of the trust. After doing so, the dissenting Trustee shall then act with my
other Trustees in any way necessary or appropriate to effectuate the decision of the
majority.
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Notwithstanding any provision of my will to the contrary, a Trustee may disclaim or
release, in whole or in part, by an instrument in writing, any power it holds as Trustee,
irrevocably or for any period of time that the Trustee may specify. The Trustee may
make the relinquishment of a power personal to the Trustee or may relinquish the power
for all subsequent Trustees.
Section 9.11 Disclaimer by Beneficiary Serving as Trustee
Notwithstanding any provision of my will to the contrary, any beneficiary serving as a
Trustee may disclaim or release, in whole or in part, by an instrument in writing, any
power such beneficiary holds as Trustee, irrevocably or for such period of time as such
Trustee may specify, without affecting the continuance of the power in any other Trustee.
Section 9.12 Exoneration of My Trustee
My Trustee is not obligated to examine the accounts, records or actions of any previous
fiduciary. My Trustee shall in no way or manner be responsible for any act or omission
to act on the part of any previous fiduciary.
Unless my Trustee has received notice of removal, my Trustee shall not be liable to any
beneficiary for the consequences of any action taken by my Trustee that would have
been, but for the prior removal of my Trustee, a proper exercise by my Trustee of the
authority granted to my Trustee under my will.
My Trustee may request and obtain from the beneficiaries or from their legal
representatives, agreements in writing releasing my Trustee from any liability that may
have arisen from my Trustee's acts or omissions to act and indemnifying my Trustee
from liability for the acts or omissions. An agreement described in this paragraph, if
acquired from all the living beneficiaries of my will or from their legal representatives,
shall be conclusive and binding upon all parties, born or unborn, who may have, or may
in the future acquire, an interest in my will.
My Trustee may require a refunding agreement before making any distribution or
allocation of the income or principal of a trust created under my will and may withhold
distribution or allocation pending determination or release of a tax lien or other lien. This
refunding agreement provision shall not apply to any distribution that qualifies for the
federal estate tax unlimited marital deduction or the federal estate tax charitable
deduction.
Section 9.13 Benefits Payable to My Trustee
My Trustee may exercise any right to determine the manner and timing of payment (by
lump sum or otherwise) of any benefits or assets payable by reason of my death to my
Trustee or to any trust created under my will. This includes, but is not limited to, such
benefits under life insurance policies, employee benefit plans, retirement plans or other
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contracts, plans or arrangements providing for payment or transfer at death to such trust.
My Trustee shall not be liable to any beneficiary for the death benefit election selected.
My Trustee shall not be obligated to undertake litigation for collection of any benefits or
assets payable to such trust unless it is indemnified to its satisfaction against any liability
and expense of such litigation.
Persons or entities dealing in good faith with my Trustee shall not be required to see to
the proper application of proceeds delivered to my Trustee, or to inquire into any
provision of my will. Payment to my Trustee and the receipt of or release by my Trustee
shall fully discharge the person or entity making such payment.
Notwithstanding anything in my will to the contrary, no benefits or assets payable by
reason of my death to my Trustee or to any trust created under my will shall be subject to
the claims against my estate, nor shall such benefits be subject to the control of my
Executor nor be included in the property administered as a part of my probate estate.
Section 9.14 Certificate by Trustee
A written statement of the Trustee of any trust established under my will at any time as to
any facts relative to the trust may always be relied upon and shall always be conclusive
evidence in favor of any transfer agent and any other person dealing in good faith with
the Trustee in reliance upon such statement.
Section 9.15 Funeral and Other Expenses of Beneficiary
Upon the death of an income beneficiary of a trust created under my will, my Trustee
may pay the funeral expenses, burial or cremation expenses, enforceable debts anal other
expenses incurred due to the death of the beneficiary from trust property. This Section
shall only apply to the extent the income beneficiary has not exercised any testamentary
power of appointment granted to him under my will.
My Trustee may rely upon any request by the personal representative or members of the
family of the deceased beneficiary for payment without verifying the validity or the
amounts and without being required to see to the application of the amounts so paid. My
Trustee may make decisions under this Section without regard to any limitation on
payment of expenses imposed by statute or rule of court and may be made without
obtaining the approval of any court having jurisdiction over the administration of the
deceased beneficiary's estate.
Section 9.16 Trust Accounting
Except to the extent required by law, my Trustees shall not be required to file annual
accounts with any court or court official in any jurisdiction.
Upon the written request of a beneficiary, my Trustee shall render an accounting at least
annually to the income beneficiaries of the trust during the accounting period that
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includes the date of the written request. The accounting shall include the receipts,
disbursements, and distributions occurring during the accounting period and a balance
sheet of the trust property if no tax return is filed, or may consist just of the tax return for
the accounting period if a tax return is filed for the trust.
In the absence of fraud or manifest error, the assent by all income beneficiaries to an
accounting of an Independent Trustee shall make the matters disclosed in the accounting
binding and conclusive upon all persons, both those in existence on the date of my death
and those to be born in the future who have, or will in the future have, a vested or
contingent interest in the trust property. In the case of a minor or incapacitated
beneficiary, that beneficiary's natural guardian or legal representative shall give the
assent required under this Section.
The failure of any person to object to any accounting by giving written notice to my
Trustee within 60 days of the person's receipt of a copy of the accounting shall be
deemed to be an assent by such person.
The trust's financial records and documentation shall be available at reasonable times and
upon reasonable notice for inspection by trust beneficiaries and their representatives. My
Trustee shall not be required to furnish trust information regarding my trust to any
individual, corporation, or other entity that is not a beneficiary or the representative of a
beneficiary, and is not requesting the information pursuant to a valid court order.
Section 9.17 Authority to Merge or Sever Trusts
My Trustee may merge and consolidate a trust created under my will with any other trust,
if the two trusts contain substantially the same terms for the same beneficiaries and at
least one Trustee in common.
My Trustee may administer the merged and consolidated trust as a single trust or unit. If,
however, a merger or consolidation does not appear feasible, my Trustee may consolidate
the assets of the trusts for purposes of investment and trust administration while retaining
separate records and accounts for each respective trust.
My Trustee may sever any trust on a fractional basis into two or more separate and
identical trusts or may segregate a specific amount or asset from the trust property by
allocation to a separate account or trust. The separate trusts may be funded on a non pro
rata basis provided that funding is based on the total fair market value of the assets on the
date of funding. Income earned on a segregated amount or specific asset after the
segregation passes with the amount or asset segregated. My Trustee shall hold and
administer each separate trust upon terms and conditions substantially identical to those
of the trust from which it was severed.
Subject to the terms of the trust, my Trustee may consider differences in federal tax
attributes and other pertinent factors in administering the trust property of any separate
account or trust, in making applicable tax elections, and in making distributions. A
separate trust created by severance must be treated as a separate trust for all purposes
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from the date on which the severance is effective; however, the effective date of
severance may be retroactive to a date before the date on which my Trustee exercises the
power.
Section 9.18 Authority to Terminate Trusts
If, at any time, my Trustee, other than an Interested Trustee , in its sole discretion,
determines that a trust created under my will is no longer economical or is otherwise
inadvisable to administer as a trust, or if my Trustee, other than an Interested Trustee,
deems it to be in the best interest of my beneficiaries, my Trustee, without further
responsibility, may terminate the trust and distribute the trust property, including any
undistributed net income, in the following order of priority:
To my wife, if then a beneficiary of the trust;
If my wife is not then a beneficiary of the trust, to the beneficiaries then
entitled to mandatory distributions of net income of the trust and in the
same proportions; and
If none of the beneficiaries are entitled to mandatory distributions of net
income, to the beneficiaries then eligible to receive discretionary
distributions of net income of the trust, in such amounts and shares as my
Trustee, other than an Interested Trustee, may determine.
Section 9.19 Discretionary Distribution to Fully Utilize Basis Increase
Upon Death of Beneficiary
This Section shall apply during any time there is no federal estate tax in effect and
Section 1022 of the Internal Revenue Code is in effect.
If I have given my Trustee the authority to make distributions of principal to the
beneficiary of a trust, my Trustee, other than an Interested Trustee, may, from time to
time, distribute to the beneficiary as much of the principal of the trust as my Trustee may
determine is advisable to permit the estate of the beneficiary to take full advantage of the
aggregate basis increase allowed under Section 1022, excluding the additional basis
increase for property acquired by a surviving spouse under Section 1022(c).
Before making a distribution of property under this Section, I request, but do not require
that my Trustee determine whether there is a good reason to retain the property in trust
such as whether or not the asset may be sold in the near future, the need for creditor
protection by the beneficiary, protection of the beneficiary from failed marriages and
protection of the asset for future generations. My Trustee shall not be liable to any
beneficiary for the exercising or failing to exercise its discretion to make a distribution
under this Section.
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Section 9.20 Marital Deduction Qualification
I intend that the marital gift as described in Article Three of my will qualify for the
federal estate tax marital deduction, and the provisions of my will shall be construed to
reflect this intent. To the extent that giving effect to a provision of my will would result
in the marital gift not qualifying for the federal estate tax unlimited marital deduction,
that provision shall be ineffective except to the extent my Trustee or personal
representative elects that all or a portion of the marital gift not qualify for the unlimited
marital deduction.
Section 9.21 Generation-Skipping Transfer Tax Provisions
Notwithstanding any other provision of my will to the contrary, if a trust created under
my will would be partially exempt From generation-skipping transfer tax after the
intended allocation of a GST exemption to the trust then:
(a) Division into Exempt and Nonexempt Trusts
My Trustee may divide the property of the trust into two separate trusts so
that the allocation of GST exemption can be made to a trust that will be
entirely exempt from generation-skipping transfer tax (the "exempt trust").
The exempt trust shall consist of the largest fractional share of the total
trust assets that will permit the exempt trust to be entirely exempt from
generation-skipping transfer tax. The "nonexempt trust" shall consist of
the balance of the total trust assets. For purposes of computing the
fractional share, asset values as finally determined for federal estate tax
purposes shall be used. The fraction shall be applied to the assets at their
actual value on the effective date or dates of distribution so that the actual
value of the fractional share resulting from the application of such fraction
will include fluctuations in the value of the trust property.
(b) Administration of the Trusts
The trusts created under this Section shall have the same terms as the
original trust. To the extent possible, distributions to a non-skip person as
defined by Section 2613 of the Internal Revenue Code shall be made from
a nonexempt trust and distributions to a skip person as defined by Section
2613 shall be made from an exempt trust.
My Trustee shall administer each exempt and nonexempt trust as a
separate and independent trust.
Any exempt or nonexempt trust established under my will may be referred
to by the name designated by my Trustee.
If an exempt trust and a nonexempt trust are further divided under the
terms of my will, my Trustee may allocate property from the exempt trust
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first to the trust from which a generation skipping transfer is more likely to
occur.
(c) My Intent; Trust Additions
My intent is to minimize the application of the generation-skipping
transfer tax to the trust property but not to affect the total amount of trust
property to which any beneficiary may be entitled under my will. My will
shall be so construed and interpreted to give effect to this intent.
If at any time any property that has an inclusion ratio greater than zero for
generation-skipping transfer tax purposes would be added to a trust with
property that has an inclusion ratio of zero, then my Trustee shall instead
hold such property in a separate trust on the same terms and conditions as
the original trust.
(d) Independent Trustee May Confer Power
In the event a trust has an inclusion ratio of greater than zero for
generation-skipping transfer tax purposes, my Trustee, excluding any
Interested Trustee, may during the lifetime of the beneficiary of the trust,
grant the beneficiary a testamentary power to appoint all or part of such
beneficiary's trust or trust share to the creditors of the beneficiary's estate.
The Trustee granting the power of appointment may require, as a
condition for the beneficiary's exercise of such power, that the beneficiary
obtain the consent of such Trustee. Any testamentary power of
appointment granted by the Trustee shall be in writing and may be
revoked at any time during the lifetime of the beneficiary to whom the
power was given.
Article Ten
General Administrative Provisions
The provisions of this Article apply to my probate estate and to any trust created under
my will.
Section 10.01 No Bond
No Fiduciary shall be required to furnish any bond for the faithful performance of the
Fiduciary's duties. If a bond is required by any law or rule of court, no surety shall be
required on such bond.
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Section 10.02 Fiduciary Compensation
An individual serving as my Fiduciary, other than my wife, shall be entitled to fair and
reasonable compensation for the services rendered as a fiduciary. A corporate fiduciary
shall be compensated by agreement with an individual Fiduciary or, in the absence of an
individual Fiduciary or in the absence of an agreement, in accordance with the corporate
fiduciary's published schedule of fees in effect at the time the services are rendered.
My Fiduciary may charge additional fees for services it provides that are not comprised
within its duties as my Fiduciary such as fees for legal services, tax return preparation
and corporate finance or investment banking services.
In addition to receiving compensation, my Fiduciary may be reimbursed for reasonable
costs and expenses incurred in carrying out its duties under my will.
Section 10.03 Employment of Professionals
My Fiduciary may appoint, employ and remove, at any time and from time to time,
investment advisors, accountants, auditors, depositories, custodians, brokers, consultants,
attorneys, expert advisers, agents, and employees to advise or assist the Fiduciary in the
performance of its duties. My Fiduciary may act upon the recommendations of the
persons or entities employed with or without independent investigation.
My Fiduciary may reasonably compensate an individual or entity employed to assist or
advise my Fiduciary regardless of whether the person or entity shall be a fiduciary under
my will or a corporate affiliate of a fiduciary and regardless of whether the entity shall be
one in which a fiduciary is a partner, member, stockholder, officer, director or corporate
affiliate or has any other interest.
My Fiduciary may pay the usual compensation for services contracted for under this
Section out of principal or income of the trust as my Fiduciary may deem advisable. My
Fiduciary may pay compensation to an individual or entity employed to assist or advise
my Fiduciary without diminution of or charging the same against the compensation to
which the fiduciary is entitled under my will. Any fiduciary who shall be a partner,
stockholder, officer, director or corporate affiliate in any entity employed to assist or
advise my Fiduciary shall nonetheless receive the fiduciary's share of the compensation
paid to the entity.
Section 10.04 Determination of Principal and Income
The Pennsylvania Uniform Principal and Income Act shall govern beneficiaries' rights
among themselves in matters concerning principal and income. If the Pennsylvania
Uniform Principal and Income Act contains no provision concerning a particular item,
my Fiduciary shall determine in a fair, equitable and practical manner what shall be
credited, charged, and apportioned between principal and income.
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Section 10.05 Spendthrift Provision
Neither the income nor the principal of any trust established under my will shall be
assigned, anticipated or alienated in any manner by any beneficiary, nor shall it be subject
to attachment, bankruptcy proceedings or any other legal process, or to the interference or
control of creditors or others.
Nothing contained in this Section shall restrict in any way the exercise of any power of
appointment granted in my will.
Section 10.06 Distributions to Incapacitated Persons and Persons Under
Twenty-Five Years of Age
If my Fiduciary is directed to distribute any share of my probate estate or trust principal
to a beneficiary, other than my wife, who is in the opinion of my Fiduciary, under any
form of incapacity that renders the beneficiary unable to administer distributions properly
when the distribution is to be made, and if no other trust is then to be held under my will
for the beneficiary's primary benefit, my Fiduciary may, as Trustee, in my Fiduciary's
discretion, continue to hold the beneficiary's share as a separate trust until the beneficiary
overcomes the incapacity. When the beneficiary overcomes the incapacity, my Fiduciary
shall distribute the beneficiary's trust to him or her, outright free of trust.
While any trust is being held under this Section, the Trustee shall pay to the beneficiary
for whom the trust is held such amounts of the net income and principal as the fiduciary
determines to be necessary or advisable for the beneficiary's health, education,
maintenance and support.
Upon the death of the beneficiary before that time, the Trustee shall distribute the trust,
including any accrued and undistributed income, to such persons as such beneficiary may
appoint by his or her will. This general power may be exercised in favor of the
beneficiary, the beneficiary's estate, the beneficiary's creditors, or the creditors of the
beneficiary's estate. To the extent this general power of appointment is not exercised, on
the death of the beneficiary, the trust property shall be distributed to the beneficiary's
then living descendants, per stirpes, or, if none, to my then living descendants, per
stirpes. If I have no then living descendants the property shall be distributed under the
provisions of Article Seven entitled "Remote Contingent Distribution."
If any portion of my estate is distributable to a beneficiary under the age of 25, my
executor may receive the distribution and act as custodian for the beneficiary, until age
25, under the Pennsylvania Uniform Transfer to Minors Act.
Section 10.07 Maximum Term for Trusts
Notwithstanding any other provision of my will to the contrary, unless terminated earlier
under other provisions of my will, each trust created under my will shall terminate 21
years after the last to die of the descendants of my maternal and paternal grandparents
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and the descendants of my wife's maternal and paternal grandparents who are living at
the time of my death.
At that time, the remaining trust property shall vest in and be distributed to the persons
entitled to receive mandatory distributions of net income of the trust and in the same
proportions. If no beneficiary is entitled to mandatory distributions of net income, the
remaining trust property shall vest in and be distributed to the beneficiaries entitled to
receive discretionary distributions of net income of the trust, in equal shares per stirpes.
Section 10.08 Representative of a Beneficiary
The guardian of the person of a beneficiary may act for such beneficiary for all purposes
under my will or may receive information on behalf of such beneficiary.
Section 10.09 Distributions to Beneficiaries
Whenever my will authorizes or directs my Fiduciary to make a distribution of net
income or principal to a beneficiary, my Fiduciary may apply for the benefit of the
beneficiary any property that otherwise could be distributed directly to the beneficiary.
My Fiduciary shall have no responsibility to inquire into the beneficiary's ultimate
disposition of the distributed property unless specifically directed otherwise by my will.
My Fiduciary may make distributions in cash or in kind, or partly in each, in proportions
and at values determined by my Fiduciary. My Fiduciary may allocate undivided
interests in specific assets to a beneficiary or trust in any proportion or manner that my
Fiduciary determines, even though the property allocated to one beneficiary may be
different from that allocated to another beneficiary.
My Fiduciary may make these determinations without regard to the income tax attributes
of the property and without the consent of any beneficiary.
Section 10.10 Ancillary Administration
In the event ancillary administration shall be required or desired and my domiciliary
Executor is unable or unwilling to act as an ancillary fiduciary, my domiciliary Executor
shall have the power to designate, compensate, and remove the ancillary fiduciary. The
ancillary fiduciary may be either a natural person or a corporation. My domiciliary
Executor may delegate to such ancillary fiduciary such powers granted to my original
Executor as my Executor may deem proper, including the right to serve without bond or
surety on bond. The net proceeds of the ancillary estate shall be paid over to the
domiciliary Executor.
Section 10.11 Delegation of Authority; Power of Attorney
Any Fiduciary may, by an instrument in writing, delegate to any other Fiduciary the right
to exercise any power, including a discretionary power, granted the Fiduciary in my will.
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During the time a delegation under this Section is in effect, the Fiduciary to whom the
delegation was made may exercise the power to the same extent as if the delegating
Fiduciary had personally joined in the exercise of the power. The delegating Fiduciary
may revoke the delegation at any time by giving written notice to the Fiduciary to whom
the power was delegated.
The Fiduciary may execute and deliver a revocable or irrevocable power of attorney
appointing any individual or corporation to transact any and all business on behalf of the
trust. The power of attorney may grant to the attorney-in-fact all of the rights, powers,
and discretion that the Fiduciary could have exercised.
Section 10.12 Merger of Corporate Fiduciary
If any corporate fiduciary acting as my Fiduciary under my will is merged with or
transfers substantially all of its trust assets to another corporation or if a corporate
fiduciary changes its name, the successor shall automatically succeed to the position of
my Fiduciary as if originally named my Fiduciary. No document of acceptance of the
position of my Fiduciary shall be required.
Article Eleven
Powers of My Fiduciaries
Section 11.01 General Grant of Powers
My Fiduciary may perform every act reasonably necessary to administer my estate arrd
any trust. My Fiduciary may execute and deliver any and all instruments in writing,
which my Fiduciary considers necessary to carry out any of the powers granted under my
will.
Section 11.02 Investment Powers in General
My Fiduciary may invest in any type of investment that my Fiduciary determines is
consistent with the investment goals of my estate or any trust, whether inside or outside
the geographic borders of the United States of America and its possessions or territories,
taking into account the trust's overall investment portfolio.
Without limiting my Fiduciary's investment authority in any way, I request that my
Fiduciary exercise reasonable care and skill in selecting and retaining investments. I also
request that my Fiduciary take into account the following factors in choosing investments
for my estate or any trust:
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The potential return from the investment, both in the form of income and
appreciation;
The potential income tax consequences of the investment;
The investment's potential for volatility; and
The role the investment will play in my estate or the trust's portfolio.
I request that my Trustee, in arranging the investment portfolio of any trust, also consider
the possible effects of inflation or deflation, changes in global and U.S. economic
conditions, transaction expenses, and the trust's need for liquidity.
My Fiduciary may delegate its discretion to manage investments to any registered
investment adviser or corporate fiduciary.
Section 11.03 Banking Powers
My Fiduciary may establish bank accounts of any type in one or more banking
institutions that my Fiduciary may choose. My Fiduciary may opera accounts in the name
of my Fiduciary (with or without disclosing fiduciary capacity) or in the name of my
estate or the trust. When an account is in the name of my estate or the trust, checks on
that account and authorized signatures need not disclose the fiduciary nature of the
account or refer to my estate, any trust or Fiduciary.
An account from which my Fiduciary makes frequent disbursements need not be an
interest bearing account. My Fiduciary may authorize withdrawals from an account by
check, draft or other instrument or in any other manner.
Section 11.04 Business Powers
My Fiduciary is authorized to serve as an officer, director, manager, or in any other
capacity of any proprietorship, partnership, joint venture, corporation, or other enterprise
in which my estate or any trust has an interest (whether or not such interest is total or
controlling). My Fiduciary may receive compensation for its services.
My Fiduciary may contract with and otherwise deal with any such enterprise in the same
manner as it would with any enterprise in which my estate or the trust has no interest, and
may use any voting power my Fiduciary may have to implement its authority (whether as
my Fiduciary or as an officer, director, or other official of the enterprise).
With respect to any units in a limited liability company, limited partnership, or stock in a
closely-held corporation ("closely-held company") that become part of my estate or any
trust, the powers granted to my Fiduciary in this Article shall not disqualify my Fiduciary
from acting personally and independently, and not in a fiduciary capacity, with respect to
any closely held company, from holding office in the closely-held company, from
accepting remuneration from the closely-held company, from voting any units or stock in
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favor of my Fiduciary as a director or officer of the closely-held company, or from
purchasing or selling units or stock of the closely-held company.
If any trust receives subchapter S stock, my Trustee may either elect to qualify the trust
as a qualified subchapter S trust ("QSST") under Section 1361(d)(3) of the Internal
Revenue Code or as a electing small business trust under Section 1361(e)(1) to
administer the trust in accordance with the requirements of the corresponding Section.
Section 11.05 Contract Powers
My Fiduciary may sell at public or private sale, transfer, exchange for other property, and
otherwise dispose any property contained in my probate estate or any trust for
consideration and upon terms and conditions that my Fiduciary deems advisable. My
Fiduciary may grant options of any duration for any such sales, exchanges, or transfers of
trust property.
My Fiduciary may enter into contracts, and may deliver deeds or other instruments, as my
Fiduciary deems appropriate.
Section 11.06 Common Investments
For purposes of convenience with regard to the administration and investment of any
trust, my Trustee may invest part or all of the property jointly with trust property of other
trusts for which my Trustee is also serving as a Trustee. For this purpose, a corporate
fiduciary acting as my Trustee may use common funds for investment.
When trust property is managed and invested in this manner, my Trustee shall maintain
records that sufficiently identify that portion of the jointly invested assets that constitute
the property of the trust.
Section 11.07 Environmental Powers
My Fiduciary shall have the right to inspect property held directly or indirectly by my
probate estate or any trust to determine compliance with or to respond to any
environmental law affecting the property. "Environmental law" shall mean any federal,
state, or local law, rule, regulation, or ordinance relating to protection of the environment
or of human health.
My Fiduciary may refuse to accept additional property if my Fiduciary determines that
the property is or may be contaminated by any hazardous substance or is or was used for
any purpose involving hazardous substances that could create liability to my estate, any
trust or to my Fiduciary.
My Fiduciary may use the income and principal of my probate estate or a trust to (i)
conduct environmental assessments, audits or site monitoring; (ii) take remedial action to
contain, clean up or remove any hazardous substance including a spill, discharge or
contamination; (iii) institute, contest or settle legal proceedings brought by a private
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litigant or any local, state, or federal agency concerned with environmental compliance;
(iv) comply with any order issued by any court or by any local, state, or federal agency
directing an assessment, abatement or clean-up of any hazardous substance; and (v)
employ agents, consultants and legal counsel to assist my Fiduciary in these actions.
My Fiduciary shall not be liable for any loss or reduction in value sustained by my
probate estate or a trust as a result of my Fiduciary's retention of property on which
hazardous materials or substances requiring remedial action are discovered unless my
Fiduciary contributed to the resulting loss or reduction in value through willful
misconduct or gross negligence.
My Fiduciary shall not be liable to any beneficiary or to any other party for any decrease
in the value of probate or trust property as a result of my Fiduciary's compliance with any
environmental law, including any reporting requirement.
My Fiduciary may release, relinquish or disclaim any power held by my Fiduciary that
my Fiduciary determines may cause my Fiduciary to incur individual liability under any
environmental law.
Section 11.08 Farm, Ranch and Other Agricultural Powers
With respect to any operating farm or ranch contained in my probate estate or any trust
my Fiduciary may:
Retain, acquire, and sell the farm or ranch, whether as a sole
proprietorship, partnership, or corporation.
Engage in the production, harvesting, and marketing of farm and ranch
products either by operating directly or with management agencies, hired
labor, tenants, or sharecroppers.
Engage and participate in any government farm program, whether state or
federally sponsored.
Purchase or rent machinery, equipment, livestock, poultry, feed, and seed.
Improve and repair all farm and ranch properties; construct buildings,
fences, and drainage facilities, and acquire, retain, improve, and dispose of
wells, water rights, ditch rights, and priorities of any nature.
May do all things I could have done if living to operate the farm or ranch
operation to preserve its value for the benefit of the beneficiaries.
Section 11.09 Litigation and Settlement Powers
My Fiduciary, in its discretion and at the expense of my probate estate or the trust, may
institute, join, compromise, settle dismiss and defend any probate or trust property in any
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judicial or administrative proceeding. This shall include specifically, but not limited to
proceedings or class actions brought against any public entity or government agency or
brought by any such entity for attachment, recoupment, levy, invasion, reformation, or
access of any kind to property of my probate estate or a trust. My Fiduciary is authorized
to retain such legal counsel and ancillary personnel, as my Fiduciary deems appropriate
in the exercise of its discretion.
Section 11.10 Loans and Borrowing Powers
My Fiduciary may make secured or unsecured loans to any person (including a
beneficiary), entity, trust or estate, for any term or payable on demand, with or without
interest. My Fiduciary may enter into or modify the terms of any mortgage or security
agreement granted in connection with any loan and may release or foreclose on the
mortgage or security.
My Fiduciary may borrow money at interest rates and on other terms that it deems
advisable from any person, institution or other source including, in the case of a corporate
fiduciary, its own banking or commercial lending department.
My Fiduciary may encumber estate and trust property by mortgages, pledges and other
hypothecation and shall have the power to enter into any mortgage, whether as a
mortgagee or mortgagor even though the term may extend beyond the termination of the
trust and beyond the period that is required for an interest created under my will to vest in
order to be valid under the rule against perpetuities.
My Fiduciary may purchase, sell at public or private sale, trade, renew, modify, and
extend mortgages. My Fiduciary may accept deeds in lieu of foreclosure.
Section 11.11 Nominee Powers
My Fiduciary may hold real estate, securities and any other estate or trust property in the
name of a nominee or in any other form without disclosing the existence of my estate, the
trust or fiduciary capacity.
Section 11.12 Oil, Gas and Mineral Interests
My Fiduciary may acquire, maintain, develop and exploit, either alone or jointly with
others, any oil, gas, coal, minerals or other natural resource rights or interests.
My Fiduciary may drill, test, explore, mine, develop, extract, remove, convert, manage,
retain, store, sell and exchange any of such rights and interests on terms and for a price
that my Fiduciary deems advisable.
My Fiduciary may execute leases, pooling and unitization agreements and other types of
agreements in connection with such oil, gas, coal, mineral and other natural resource
rights and interests even though such arrangements may extend beyond the termination of
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the trust and beyond the period that is required for an interest created under my will to
vest in order to be valid under the rule against perpetuities.
My Fiduciary may execute division orders, transfer orders, releases, assignments, farm
outs, and any other instruments that it deems proper.
My Fiduciary may employ the services of consultants and outside specialists in
connection with the evaluation, management, acquisition, disposition, and development
of any mineral interest, and may pay the cost of the services from the principal and
income of my estate or the trust.
Section 11.13 Payment of Taxes and Expenses
Except as otherwise provided in my will, my Fiduciary is authorized to pay all property
taxes, assessments, fees, charges, and other expenses incurred in the administration or
protection of my estate or any trust. All payments shall be a charge against estate or the
trust, as the case may be, and shall be paid out of income and to the extent that income is
insufficient, then out of principal. The determination of my Fiduciary with respect to the
payment of expenses shall be conclusive upon the beneficiaries.
Section 11.14 Qualified Real Property Valuation
My Trustee, other than an Interested Trustee, shall have the power to amend the terms of
a trust holding "qualified real property" as defined in Section 2032A of the Internal
Revenue Code, in order to permit the qualified real property to qualify or continue to
qualify for special use valuation permitted under Section 2032A, even if the amendment
changes beneficial interests and that directs the segregation of trust property into more
than one trust.
Section 11.15 Real Estate Powers
My Fiduciary may sell at public or private sale, purchase, exchange, lease for any period,
mortgage, manage, alter, improve and in general deal in and with real property in such
manner and on such terms and conditions as my Fiduciary deems appropriate.
My Fiduciary may grant or release easements in or over, subdivide, partition, develop,
raze improvements, and abandon, any real property.
My Fiduciary may manage real estate in any manner that my Fiduciary deems best and
shall have all other real estate powers necessary for this purpose.
My Fiduciary may enter into contracts to sell real estate. My Fiduciary may enter into
leases and grant options to lease trust property even though the term of the agreement
extends beyond the termination of a trust and beyond the period that is required for an
interest created under my will to vest in order to be valid under the rule against
perpetuities. For such purposes, my Fiduciary may enter into any contracts, covenants
and warranty agreements that my Fiduciary deems appropriate.
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Section 11.16 Retention and Abandonment of Trust Property
My Fiduciary may retain, without liability for depreciation or loss resulting from
retention, any property contained my estate or any trust at the time of its creation or as the
result of the exercise of a stock option. My Fiduciary may retain property,
notwithstanding the fact that the property may not be of the character prescribed by law
for the investment of assets held by a fiduciary, and notwithstanding the fact that
retention may result in inadequate diversification under any applicable Prudent Investor
Act or other applicable law.
My Fiduciary may hold property that is non-income producing or is otherwise
nonproductive if holding the property is, in the sole and absolute discretion of my
Fiduciary, in the best interests of the beneficiaries. My Fiduciary is permitted to retain a
reasonable amount in cash or money market accounts in order to pay anticipated
expenses and other costs and to provide for anticipated distributions to or for the benefit
of a beneficiary. But my Trustee shall convert any nonproductive property held in any
trust qualifying for the federal estate tax marital deduction as qualified terminable interest
property under Section 2056(b)(7) of the Internal Revenue Code and for any state death
tax marital deduction under the law of any state to productive property upon the written
request of my wife.
NIy Fiduciary may abandon any trust property that my Fiduciary deems to be of
insignificant value.
Section 11.17 Securities, Brokerage and Margin Powers
My Fiduciary may buy, sell, trade and otherwise deal in stocks, bonds, investment
companies, mutual funds, common trust funds, commodities, options and other securities
of any kind and in any amount, including short sales. My Fiduciary may write and
purchase call or put options, and other derivative securities. My Fiduciary may maintain
margin accounts with brokerage firms and may pledge securities to secure loans and
advances made to my Fiduciary or to or for the benefit of a beneficiary.
My Fiduciary may place all or any part of the securities held by my estate or a trust in the
custody of a bank or trust company. My Fiduciary may have all securities registered in
the name of the bank or trust company or in the name of its nominee. My Fiduciary may
appoint the bank or trust company as the agent or attorney in fact to collect, receive,
receipt for and disburse any income and generally to perform the duties and services
incident to a custodian of accounts.
My Fiduciary may employ abroker-dealer as a custodian for securities held by my estate
or the trust and may register the securities in the name of the broker-dealer or in the name
of a nominee with or without the addition of words indicating that the securities are held
in a fiduciary capacity. My Fiduciary may hold securities in bearer or uncertificated form
and may use a central depository, clearing agency or book-entry system, such as The
Depository Trust Company, Euroclear or the Federal Reserve Bank of New York.
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My Fiduciary may participate in any reorganization, recapitalization, merger or similar
transaction. My Fiduciary may exercise or sell conversion or subscription rights for
securities of all kinds and description.
My Fiduciary may give proxies or powers of attorney that may be discretionary and with
or without powers of substitution. My Fiduciary may vote or refrain from voting as to
any matter.
Section 11.18 Tangible Personal Property and Residences
My Fiduciary may acquire, maintain and invest in articles of tangible personal property,
whether or not the property is income producing, and may pay the expenses of the repair
and maintenance of the property.
1~1y Fiduciary shall have no duty to convert the property referred to in this Section to
productive property except as required by other provisions of my will.
My Fiduciary shall have no liability for any depreciation or loss as a result of the
retention of any property retained or acquired under the authority of this Section.
My Trustee may acquire, maintain and invest in any residence for the use and benefit of
the beneficiaries of the trust, whether or not the residence is income producing and
without regard to the proportion that the value of the residence may bear to the total value
of the trust property and even if retaining the residence involves financial risks that
trustees would not ordinarily incur. My Trustee may pay or make arrangements for
others to pay all carrying costs of the residence, including, but not limited to, taxes,
assessments, insurance, expenses of maintaining the residence in suitable repair, and
other expenses relating to the operation of the residence for the benefit of the
beneficiaries.
My Trustee may permit any income beneficiary of the trust to occupy any real property
or use any personal property owned by the trust on terms or arrangements that my
Trustee may determine, including rent free or in consideration for the payment of taxes,
insurance, maintenance, repairs, or other charges.
Section 11.19 Power of Executor to Disclaim and to Distribute Directly to
a Beneficiary
If such disclaimer can be treated as a Qualified Disclaimer, I give my Executor the power
to disclaim any interest, in whole or in part, which my estate may acquire (including an
interest in any other estate, trust, insurance proceeds, annuity, contract or pension plan)
for any purpose (including overall reduction in death taxes) and without regard to
whether such disclaimed property will pass to the same persons, at the same time or in
the same manner as if there had been no disclaimer.
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If at my death, the terms of a trust created under my will provide that property is to be
distributed outright to a beneficiary, my Executor may make the distribution to the
beneficiary without the intervention of my Trustee.
Section 11.20 Fiduciaries' Powers Act
In addition to all of the above powers, my fiduciaries may, without prior authority from
any court, exercise all powers conferred by my will or by common law or by any
fiduciary powers act or other statute of the Commonwealth of Pennsylvania or any other
jurisdiction whose law applies to my will. My Executor shall have absolute discretion in
exercising these powers. Except as specifically limited by my will, these powers shall
extend to all property held by my fiduciaries until the actual distribution of the property.
Section 11.21 Alternative Distribution Methods
My Fiduciary may make any payment provided for under my will or under the terms of
any trust established under my will as follows:
Directly to the beneficiary;
In any form allowed by applicable state law for gifts or transfers to minors
or persons under a disability;
To the beneficiary's guardian, conservator, agent under a durable power of
attorney or caregiver for the benefit of the beneficiary; or
By direct payment of the beneficiary's expenses, made in a manner
consistent with the proper exercise of the fiduciary's duties hereunder. A
receipt by the recipient for any such distribution shall fully discharge my
Fiduciary.
Section 11.22 Limitation on My Trustee's Powers
All powers granted to my Trustee under my will or by applicable law shall be limited as
set forth in this Section, unless explicitly excepted by reference to this Section.
An Interested Trustee may not exercise or participate in the exercise of discretion with
respect to the distribution of income or principal, or the termination of the trust to or for
the benefit of a beneficiary, to the extent that the exercise of such discretion is other than
for the health, education, maintenance or support of a beneficiary as described under
Sections 2041 and 2514 of the Internal Revenue Code.
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Article Twelve
Provisions for Payment of Debts, Expenses and Taxes
Section 12.01 Payment of Debts and Expenses
I direct that all my legally enforceable debts, secured and unsecured, be paid as soon as
practicable after my death.
Section 12.02 No Apportionment
Except as otherwise provided in this Article or elsewhere in my will, my Executor shall
provide for payment of all estate, inheritance and succession taxes payable by reason of
my death ("death taxes") from my residuary estate as an administrative expense without
apportionment and shall not seek contribution toward or recovery of any death tax
payments from any individual.
For the purposes of this Article, however, death taxes shall not include any additional
estate tax imposed by Section 2031(c)(5)(C), Section 2032A(c) or Section 2057(f) of the
Internal Revenue Code or any other comparable taxes imposed by any other taxing
authority. Nor shall death taxes include any generation-skipping transfer tax, other than a
direct skip.
Section 12.03 Protection of Exempt Property
In no event shall death taxes be allocated to or paid from any assets that are not included
in my gross estate for federal estate tax purposes.
Section 12.04 Protection of the Marita{ Deduction
Notwithstanding anything to the contrary in my will, no death taxes shall be paid from or
allocated to any property qualifying for the federal estate tax marital deduction under my
will unless there is no other property available to pay the taxes.
My Executor shall not pay any administrative expenses from the net income of any
property qualifying for the federal estate tax marital deduction under my will if the
payment would require a reduction in the estate tax marital deduction under Section
2056(b) of the Internal Revenue Code.
Section 12.05 Protection of the Charitable Deduction
Notwithstanding anything in my will to the contrary, no death taxes payable as a result of
my death shall be allocated to or paid from any assets passing to any organization
qualifying for the federal estate tax charitable deduction, or split-interest charitable trusts
unless my Executor has first used all other assets available to my Executor.
Page 32
Section 12.06 Property Passing Outside of My Will
Death taxes imposed with respect to property included in my gross estate for purposes of
computing the tax and passing other than by my will shall be apportioned among the
persons and entities benefited in the proportion that the taxable value of the property or
interest bears to the total taxable value of the property and interests received by all
persons benefited. The values as finally determined in the respective tax proceedings
shall be the values used for the apportionment of the respective taxes.
Section 12.07 Tax Elections
In exercising any permitted elections regarding taxes, my fiduciaries may make such
decisions as they deem to be appropriate in all the circumstances and my fiduciaries sl-~all
be under no duty to make any compensatory adjustment as a consequence of any such
election. My Executor may also execute such joint tax returns and pay such taxes or
interest and deal with any tax refunds, interest, or credits as it shall deem necessary or
advisable, whether in the interest of the other joint tax payer or in the interest of my
estate.
My Executor, in its sole discretion, may elect to have all, none, or part of the property
comprising my estate for federal estate tax purposes qualify for the federal estate tax
marital deduction as qualified terminable interest property under Section 2056(B)(7) of
the Internal Revenue Code (the "QTIP election") and for any state death tax marital
deduction under the law of any state (the "state QTIP Election"). My Executor is not
required to make the same election for both federal estate tax purposes and for state death
tax purposes. If my Executor makes a partial QTIP election, my Executor shall divide
the trust on the basis of the fair market value of the assets of the trust at the time of the
division.
Article Thirteen
Definitions and General Provisions
Section 13.01 Definitions
For purposes of my will and for the purposes of any trust established under my will, the
following definitions shall apply:
(a) Adopted and Afterborn Persons
A legally adopted person in any generation and his or her descendants,
including adopted descendants, shall have the same rights and shall be
treated in the same manner under my will as natural children of the
Page 33
adopting parent, provided such person is legally adopted prior to attaining
the age of 18 years. A person shall be deemed to be legally adopted if the
adoption was legal in the jurisdiction in which it occurred at the time that
it occurred.
(b) Available GST Exemption
"My available GST Exemption" means the GST exemption provided in
Section 2631 of the Internal Revenue Code in effect at the time of my
death; reduced by the aggregate of (1) the amount, if any, of GST
exemption allocated to my lifetime transfers, including those allocations
made at the time of my death by my Personal Representative, by my
Trustee, or by operation of law and (2) the amount, if any, allocated to
direct skips as defined in Section 2612(c)(1) of the Internal Revenue Code
that do not qualify for an exclusion from the generation-skipping transfer
tax occurring at my death to or for the benefit of my descendants.
If, at the time of my death, I have made a lifetime transfer to a trust with
an inclusion ratio of greater than zero but have not filed a gift tax return
and the due date for the gift tax return has not yet passed, my available
GST exemption shall also be reduced to the extent necessary and possible
to reduce the trust inclusion ratio to zero, thereby exempting the transfer
from generation-skipping transfer tax.
"My wife's available GST Exemption" means the GST exemption in
effect at the time of her death; reduced by the aggregate of (1) the amount,
if any, of GST exemption allocated to her lifetime transfers, including
those allocations made at the time of her death by her Personal
Representative, by her Trustee, or by operation of law and (2) the amount,
if any, allocated to direct skips that do not qualify for an exclusion from
the generation-skipping transfer tax occurring at her death to or for the
benefit of my descendants.
If, at the time of her death, she has made a lifetime transfer to a trust with
an inclusion ratio of greater than zero but has not filed a gift tax return and
the due date for the gift tax return has not yet passed, my wife's available
GST exemption shall also be reduced to the extent necessary and possible
to exempt the transfer from generation-skipping transfer tax.
(c) Descendants
The term "descendants" shall include a person's lineal descendants of all
generations.
Page 34
(d) Education
The term "education" is intended to be an ascertainable standard in
accordance with Section 2041 and Section 2514 of the Internal Revenue
Code and shall include, but not be limited to:
Enrollment at private elementary, junior and senior high
school including boarding school;
Undergraduate and graduate study in any field at a college
or university;
Specialized, vocational or professional training or
instruction at any institution, including private instruction;
and
Any other curriculum or activity that my Trustee may deem
useful for developing the abilities and interests of a
beneficiary including, without limitation, athletic training,
musical instruction, theatrical training, the arts and travel.
The term "education" shall also include distributions made by my Trustee
for expenses such as tuition, room and board, fees, books and supplies,
tutoring and transportation and a reasonable allowance for living expenses.
(e) Fiduciary
My "Fiduciary" or "Fiduciaries" shall refer to my Executor and my
Trustee, or if they are different persons, either of them. My "Executor"
shall include any executor, ancillary executor, administrator, or ancillary
administrator, whether local or foreign and whether of all or part of my
estate, multiple Executors, and their successors.
(fl Incapacity
Except as otherwise provided in my will, a person shall be deemed
incapacitated in any one of the following circumstances.
(1) The Opinion of Two Licensed Physicians
An individual shall be deemed incapacitated whenever, in
the opinion of two licensed physicians, the individual is
unable to effectively manage his or her property or
financial affairs, whether as a result of age, illness, use of
prescription medications, drugs or other substances, or any
other cause.
Page 3 5
An individual shall be deemed restored to capacity
whenever the individual's personal or attending physician
provides a written opinion that the individual is able to
effectively manage his or her property and financial affairs.
(2) Court Determination
An individual shall be deemed incapacitated if a court of
competent jurisdiction has declared the individual to be
disabled, incompetent or legally incapacitated.
(3) Detention, Disappearance or Absence
An individual shall be deemed incapacitated whenever he
or she cannot effectively manage his or her property or
financial affairs due to the individual's unexplained
disappearance or absence for more than 30 days, or
whenever he or she is detained under duress.
An individual's disappearance, absence or detention under
duress may be established by an affidavit of any fiduciary.
The affidavit shall describe the circumstances of an
individual's detention under duress, disappearance or
absence and may always be relied upon by any third party
dealing in good faith with my fiduciary in reliance upon the
affidavit.
An individual's disappearance, absence or detention under
duress may be established by an affidavit of my Executor.
(g) Income Beneficiary
The term "income beneficiary" means any beneficiary who is then entitled
to receive distributions of the net income of the trust, whether mandatory
or discretionary.
Unless otherwise provided in my will, the phrase "majority of the income
beneficiaries" means any combination of income beneficiaries who, if all
accrued net income were distributed on the day of a vote by the
beneficiaries, would receive more than 50% of the accrued net income.
For purposes of this calculation, beneficiaries who are eligible to receive
discretionary distributions of net income shall be deemed to receive the
income in equal shares.
References to a "majority" refer to a majority of the entire trust
collectively until my Trustee allocates property to separate trusts or trust
shares. After the allocation of property to separate trusts or trust shares,
Page 36
references to a "majority" refer to a majority of each separate trust or trust
share.
(h) Independent Trustee
The term "Independent Trustee" means a Trustee who is not an Interested
Trustee as defined in subsection (i). Only an Independent Trustee may
exercise those powers granted exclusively to an Independent Trustee and
when the phrase "other than an Interested Trustee" is used. Whenever my
will specifically prohibits an Interested Trustee from exercising discretion
or performing an act, then only an Independent Trustee may exercise that
discretion or perform that act. An Independent trustee shall not be liable
to any person for any good faith exercise or nonexercise of its discretion
under my will.
(i) Interested Trustee
The term "Interested Trustee" means (1) a Trustee who is a transferor of
property to the trust (including a person whose qualified disclaimer
resulted in property passing to the trust); (2) a Trustee who is a beneficiary
of the trust; or (3) a Trustee whom a beneficiary of the trust can remove
and replace by appointing a Trustee that is related or subordinate to the
beneficiary within the meaning of Section 672(c) of the Internal Revenue
Code.
For purposes of this subsection "a beneficiary of the trust" means a person
who is or in the future may be eligible to receive income or principal from
the trust pursuant to the terms of the trust. A person shall be considered a
beneficiary of a trust even if he or she has only a remote contingent
remainder interest in the trust; however, a person shall not be considered a
beneficiary of a trust if the person's only interest is as a potential
appointee under a testamentary power of appointment.
(j) Internal Revenue Code
References to the "Internal Revenue Code" or to its provisions are to the
Internal Revenue Code of 1986, as amended from time to time, and the
corresponding Treasury Regulations, if any. References to the "Treasury
Regulations," are to the Treasury Regulations under the Internal Revenue
Code in effect from time to time. If a particular provision of the Internal
Revenue Code is renumbered, or the Internal Revenue Code is superseded
by a subsequent federal tax law, any reference shall be deemed to be made
to the renumbered provision or to the corresponding provision of the
subsequent law, unless to do so would clearly be contrary to my intent as
expressed in my will. The same rule shall apply to references to the
Treasury Regulations.
Page 37
(k) Legal Representative
As used in my will, the term "legal representative" means a person's
guardian, conservator, personal representative, executor, administrator,
Trustee, or any other person or entity personally representing a person or
the person's estate.
(I) Per Stirpes
Whenever a distribution is to be made to a person's descendants per
stirpes, the distribution shall be divided into as many shares as there are
then living children of such person and deceased children of such person
who left then living descendants. Each then living child shall receive one
share and the share of each deceased child shall be divided among such
child's then living descendants in the same manner.
(m) Qualified Retirement Plan
The term "qualified retirement plan" means a plan qualified under Section
401 of the Internal Revenue Code, an individual retirement arrangement
under Section 408 or Section 408A or atax-sheltered annuity under
Section 403. The term "qualified retirement benefits" means the amounts
held in or distributed pursuant to a plan qualified under Section 401, an
individual retirement arrangement under Section 408 or Section 408A. a
tax-sheltered annuity under Section 403 or any other benefit subject to the
distribution rules of Section 401(a)(9).
(n) Shall and May
Unless otherwise specifically provided in my will or by the context in
which used, I use the word "shall" in my will to command, direct or
require, and the word "may" to allow or permit, but not require. In the
context of my Trustee, when I use the word "may" I intend that my
Trustee may act in its sole and absolute discretion unless otherwise stated
in my will.
(o) Trust
The term "trust," shall refer to any trusts created under the terms of my
will.
(p) Trustee
The term "my Trustee" refers to any person or entity that is from time to
time acting as the Trustee and shall include each Trustee individually,
multiple Trustees, and their successors.
Page 38
(q) Trust Property
The phrase "trust property" shall be construed to mean all property held by
my Trustee under my will, including all property that my Trustee may
acquire from any source.
(r) Other Definitions
Except as otherwise provided in my will, terms shall be as defined in
Pennsylvania Probate, Estates and Fiduciaries Code as amended after the
date of my will and after my death.
Section 13.02 Contest Provision
If, after receiving a copy of this Section, any person shall, in any manner, directly or
indirectly, attempt to contest or oppose the validity of my will, (including any codicil to
my will), or commences, continues or prosecutes any legal proceedings to set my will
aside, then such person shall forfeit his or her share, cease to have any right or interest in
my estate, and shall, for purposes of my will be deemed to have predeceased me.
'This Section shall not apply so as to cause a forfeiture of any distribution otherwise
qualifying for the federal estate tax marital deduction or charitable deduction.
Section 13.03 Survivorship Presumption
If my wife and I die under circumstances in which the order of our deaths cannot be
established, my wife shall be deemed to have survived me.
If any other beneficiary shall be living at my death, but die within 30 days thereafter, then
such beneficiary shall be deemed to have predeceased me for all purposes of my will.
Section 13.04 General Provisions
The following general provisions and rules of construction shall apply to my will:
(a) Singular and Plural; Gender
Unless the context requires otherwise, words denoting the singular may be
construed as plural and words of the plural may be construed as denoting
the singular. Words of one gender may be construed as denoting another
gender as is appropriate within the context. The word "or" when used in a
list of more than two items may function as both a conjunction and a
disjunction as the context requires or permits.
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(b) Headings of Articles, Sections, and Subsections
The headings of Articles, Sections, and subsections used within my will
are included solely for the convenience and reference of the reader. They
shall have no significance in the interpretation or construction of my will.
(c) Governing State Law
My will shall be governed, construed and administered according to the
laws of Pennsylvania as from time to time amended. Questions of
administration of any trust established under my will shall be determined
by the laws of the situs of administration of such trust.
(d) Notices
Unless otherwise stated, whenever my will calls for notice, the notice shall
be in writing and shall be personally delivered with proof of delivery, or
mailed postage prepaid by certified mail, return receipt requested, to the
last known address of the party requiring notice. Notice shall be effective
on the date personally delivered or on the date of the return receipt. If a
party giving notice does not receive the return receipt but has proof that he
or she mailed the notice, notice shall be effective on the date it would
normally have been received via certified mail. If notice is required to be
given to a minor or incapacitated individual, notice shall be given to the
parent or legal representative of the minor or incapacitated individual.
(e) Severability
The invalidity or unenforceability of any provision of my will shall not
affect the validity or enforceability of any other provision of my will. If a
court of competent jurisdiction determines that any provision is invalid,
the remaining provisions of my will shall be interpreted and construed as
if any invalid provision had never been included in my will.
I, Le n C. Morrison, having signed this Will in the presence of ~...~~~ r-, ~.. ~~ c-r-t-~
and ~cztcw~~°s ~1~: c,~--who attested it at my request on this day, December 28, 2005
at Harrisburg, Pennsylvania, declare this to be my Last Will and Testament.
J ~ ~ ~
~ n j
TS 1Y~~ J f`~~ ..~ f'~
Leon C. Morrison, Testator
Page 40
The above and foregoing Will of Leon C. Morrison was declared by Leon C. Morrison in
our view and presence to be his Will and was signed and subscribed by the said Leon C.
Morrison in our view and presence and at his request and in the view and presence of
Leon C. Morrison and in the view and presence of each other, we, the undersigned,
witnessed and attested the due execution of the Will of Leon C. Morrison on this day,
December 28, 2005.
~~y~~residing at
~~` ~ ~~,~,~ residing at
~`Z ~.~~ .~ ~,
b ~~ ~ ~~~~,~ ~~
PENNSYLVANIA SELF PROVING AFFIDAVIT
COMMONWEALTH OF PENNSYLVANIA )
COUNTY OF DAUPHIN )
I, Leon C. Morrison, the testator whose name is signed to the attached or foregoing
instrument, having been duly qualified according to law, do hereby acknowledge that I
signed and executed the instrument as my Last Will; and that I signed it willingly and as
my free and voluntary act for the purposes therein expressed.
Sworn to or affirmed and acknowledged before me by Leon C. Morrison, the testator, this
day, December 28, 2005.
Leon C. Morrison, T for
~ ^~
6r f f !/
Nary Public , J
r/ COMMONW TH OF PENNSYLVANIA
Notarial Seal
Amy M. Moya, Notary Public
Lower Paxton Twp., Daupphtn County
My Commission Expires lan. 29, 2008
Page 41 Member, Pennsy?van4a Association of Notaries
COMMONWEALTH OF PENNSYLVANIA
COUNTY OF DAUPHIN
We, ~~.%~4., ~. \.._~~'`'~and :)G;t~~4~~ lh~o ~1c~, the witnesses whose names are
signed to the attached or foregoing instrument, being duly qualified according to law, do
depose and say that we were present and saw the testator sign and execute the instrument
as his Last Will; that the testator signed willingly and executed it as his free and
voluntary act for the purposes therein expressed; that each subscribing witness in the
hearing and sight of the testator signed the will as a witness; and that to the best of our
knowledge the testator was at that time 18 or more years of age, of sound mind, and
under no constraint or undue influence.
`-~ ,
Witness
:i
'~
~l
,,
-._
Witne
.~
(f i~ ~ ~~~/~~~
-y ~ - ` ~"
Not Public
COMMONWBALTH.~ NNSYL-~~
Notarial Seal
Amy M. Moya, Notary Public
Lower Paxton Twp., Daupphin Co2QOg
My Commission Expires San. 29,
Member, Pennsvt~,~an~a Association of Notaries
Page 42