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HomeMy WebLinkAbout03-01-10~ ~ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION No. / 9 ~ of U IN RE: IRREVOCABLE SPECIAL NEEDS TRUST FOR THE BENEFIT OF JOHN WILLIAM KOELSCH, A MINOR PRELIMINARY DECREE AND NOW, this day of 2009, a hearing on the Petition for Approval of Trust and Expenditure of Principal is hereby scheduled for the, of , 2009 at m., Court Room Carlisle, Pennsylvania. BY THE COURT: J. day 271084 244087-1 ~ ~ IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION No. ~C1 `-~ of Z~ ~ IN RE: IRREVOCABLE SPECIAL NEEDS TRUST FOR THE BENEFIT OF JOHN WILLIAM KOELSCH, A MINOR DECREE Now, this day of , 2009, in consideration of the annexed Petition For Approval of Trust and Expenditure of Principal, it is hereby ORDERED and DECREED that the Court: A. Approves the John William Koelsch Special Needs Trust, under which Univest National Bank and Trust Co. is appointed Trustee. B. Approves the payment from principal of the counsel fee and costs to Timoney Knox, LLP in the amount of $4,653.25 together with such other time expended and costs incurred directly related to this Petition and any hearings. C. Approves payment from principal of up to $12,000.00 for the purchase of an irrevocable burial reserve. D. Approves the allocation of the trustee commissions to be paid to Univest National Bank and Trust Co., 70% to principal and 30% to income commencing upon receipt of funds in the trust. BY THE COURT J. 271084 244087-1 r Y IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA ORPHANS' COURT DIVISION n ~ _ ` ,~ r ~ ~ ~ r T _i ~~ ~3 No. l ~ of ~...J ~ ~." ~ ~C7 ~ ~. , C ;l ~o „ d~ ! ~.d 1 F ~ ~ C~ ,~,? M . ....i ~ ~.~ ~-- 7 } Y ~1 IN RE: IRREVOCABLE SPECIAL NEEDS TRUST FOR THE BENEI~'~F ~ ~ , ~ ' "~' , , JOHN WILLIAM KOELSCH, A MINOR °~' PETITION FOR APPROVAL OF TRUST AND EXPENDITURE OF PRINCIPAL TO THE HONORABLE JUDGES OF THE SAID COURT: George M. Riter, Counsel for Petitioner, Univest National Bank and Trust Company, Trustee, respectfully submits the following: 1. John William Koelsch was born on April 18, 1993. He is currently 16 years old and resides at a residential facility in Pittsburgh. John F. Koelsch is the natural guardian of John William Koelsch and resides at 36 Jefferson Street, Duncannon, Pennsylvania, 17020. 2. John F. Koelsch, individually and as Executor of the Estate of Kristy Koelsch, deceased, by and through his trial attorneys, Villari, Brandes & Kline, P.C. filed a Plaintiff's Petition for Leave to Compromise or Settle a Wrongful Death Action Pursuant to PA. R.C.P. 2206 and for Approval of Structured Settlement with the Court of Common Pleas, Cumberland County, Docket No. 04-4744. 3. Kristy Koelsch died testate on May 24, 2005 from metastatic breast cancer, survived by her husband, John Koelsch and their two children, Janelle Koelsch and John William Koelsch, a minor. 271084 2 4. The Court entered an Order dated September 28, 2009, attached hereto as Exhibit "A'', and subsequently modified on October 6, 2009, attached hereto as Exhibit "B" approving the settlement, in the matter of John F. Koelsch, individually and as Executor of the Estate of Kristy Koelsch vs. Angela Soto-Hamlin, M.D. et al., for the distribution of $132,942.16 to John William Koelsch, a minor, by and through his parent and natural guardian, John F. Koelsch. The Special Needs Trust for the benefit of John William Koelsch was executed on October 6, 2009 by John F. Koelsch, parent and natural guardian of John William Koelsch. Univest National Bank and Trust Co., subsequently accepted it's appointment as Trustee. The Special Needs Trust was reviewed by the Commonwealth of Pennsylvania Department of Public Welfare (DPW) and approved. A copy of the trust is attached hereto as Exhibit "C, " and a copy of the letter from DPW approving the Special Needs Trust is attached hereto as Exhibit "D." 5 In accordance with the Order dated October 6, 2009, cash of $132,942.16 will be placed in the Special Needs Trust for the benefit of John William Koelsch 6. The minor's parent engaged George M. Riter, Esquire, of Timoney Knox, LLP to represent him to prepare the Special Needs Trust document for his son, participate in the finalization of the settlement, and assist with determining the appropriate trustee, and prepare all additional documents including this petition and related legal work. A copy of the engagement letter dated August 20, 2009, is attached hereto as Exhibit "E." 7. Petitioner anticipates a bill in the amount of $4,653.25 from Timoney Knox, LLP for representation and legal services performed regarding the instant Petition, plus costs directly related thereto but incurred after the date of the invoice, which Petitioner requests be paid from principal. A copy of the detailed time and billing statement through November, 2009, is attached hereto as Exhibit "F." The Petitioner requests authority to pay this invoice together with all 271084 3 t other time expended and costs incurred directly related to this Petition from principal of the Trust. 8. To facilitate planning in the event of the death of the beneficiary, the Trustee requests the Court's permission to expend up to $12,000.00 of principal for an irrevocable burial reserve for John William Koelsch. Any unused funds will be maintained in principal. 9. John requires constant care and supervision to keep him safe. Due to his disability, John receives medical benefits through Medicaid that pay for, among other things, his placement at a residential facility in 10. To assist the trustee with the financial affairs of the trust, the trustee would request the Court's permission to allocate the trustee commissions 70% to principal and 30% to income. A copy of the fee schedule for Univest National Bank and Trust Co., is attached as 11. By letter dated February 12, 2010 via certified mail, return receipt, a copy of which is attached hereto as Exhibit "H", counsel provided notice of the filing of this Petition, together with a copy to the following: Lisa B. Dees, Esquire Department of Public Welfare Office of Legal Counsel 3rd Floor West; Health and Welfare Bldg 7th & Forster Streets Harrisburg, PA 17120 12. The minor's parent has consented to this Petition and said consent is attached hereto. WHEREFORE, the Petitioner requests that this Court enter the proposed Decree, attached hereto, accepting this trust and other relief sought to avoid multiple petitions, as follows: 271084 4 A. Approves the John William Koelsch, under which Univest National Bank and Trust Co., is appointed Trustee. B. To approve payment from principal of the counsel fee to Timoney Knox, LLP in the amount of $4,653.25 together with such other time expended and costs incurred directly related to this Petition. D. To approve payment from principal of up to $12,000.00 for the purchase of an irrevocable burial reserve. E. To approve the allocation of the trustee commissions to be paid to Univest National Bank and Trust Co., 70% to principal and 30% to income commencing upon receipt of funds in the trust. Respectfully Submitted, TIMONEY KNOX, LLP -, - ~, :.~. _. ~. ,,, n~ ; Geo e M. Riter Attorney ID #3 8601 Timoney Knox, LLP PO Box 7544 400 Maryland Drive Fort Washington, PA 19034 (215) 646-6000 271084 5 VERIFICATION I, Michael A. Kerns, Trust Officer of Univest National Bank and Trust Co., Trustee of the Irrevocable Special Needs Trust for the Benefit of John William Koelsch, hereby verify that the statements made in the foregoing document are true and correct to the best of my personal knowledge, or information and belief. This verification is made subject to the penalties of 18 Pa. C.S.A. §4904 relating to unsworn falsification to authorities. „ ~ /~ // / IVIic ael A. K `s, Trust Officer Uni est 'onal Bank and Trust. Co. Date: Pv~~~72Y TZO~ 271084 6 CONSENT I, the undersigned parent and natural guardian of John William Koelsch, hereby consent to the counsel fee as set forth in the Petition, purchase of the irrevocable burial certificate, ,the allocation of the Trustee commissions, and all other relief set forth in the attached Petition. ..~ .~ ~-- F. Koelsch Date: ~ ~ ~ ~ ~~~ z~~oga IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA JOHN F. KOELSCH, individually and as Executor of the ESTATE OF KRISTY KOELSCH . Plaintiff vs. ANGELA SOTO-HAMLIN, M.D., et al. Defendants. CIVIL ACTION - LA W Docket No.:04-4744 JURY TRIAL DEMANDED ORDER FOR ALLOCATION AND DISTRIBUTION OF SETTLEMEIV'T PROCEEDS And now, this ~ ~ ~ da of __ Y ~ , 2009, upon consideration of the outstanding Petition for Leave to Compromise or Settle a Wrongf cl Death Action Pursuant to Pa.R.C.P. 2206, the proposed settlement with all defendants having a gross value of $1,350,000.00 is hereby approved, to be allocated and distributed as follows: (a) To: 'Villari, Brandes & Kline, P.C. $ 60,975.14 Reimbursement for Costs (b) To: Villari, Brandes & Kline, P.C. $ 540,000.00 Counsel Fee (40% of Counsel Fees or $216,000 shall be paid as a referral fee to Handler, Henning and Rosenberg) -~, (c) The balance, the sum of $748,024.86, hereby allocated 75% to the Wrongful Death Action and 25% to the Survival Action, and shall be distributed as follows: i. Wrongful Death Action 1. $561,768.64 for claims under the Wrongful Death Act, to be divided as follows: a. $295,884.32 to John Koelsch, as Beneficiary of the Estate of Kristy Koelsch b. $132,942.16 to Janelle Koelsch, as Beneficiary of the Estate of Kristy Koelsch IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA JOHN F. KOELSCH, individually and as Executor of the ESTATE OF KRISTY KOELSCH Plaint vs. ANGELA SOTO-HAMLIN, M.D., et al. Defendants. CIVIL ACTION -LAW Docket No.:04-4744 JURY TRIAL DEMANDED ORDER. FOR MODIFICATION OF THE COURT'S SEPTEMBER 28,-2009 ORDER ~ ~ ~~~ -- FOR ALLOCATION AND DISTRIBUTION OF SETTLEMENT PROCEEDS And now, this day of _ ~ , 2009, upon consideration of Plaintiff s Petition for a Modification of the Court's September 28, 2009 Order for Allocation and Distribution of Settlement Proceeds, it is hereby Ordered that the Petition is APPROVED. The September 28, 2009 Order for Allocation and Distribution of Settlement Proceeds will be modified to reflect that the $132,942.16 payable to John William Koelsh, as a Wrongful Death Beneficiary of the Estate of Kristy Koelsch, will be held in an escrow account pending approval of a Special Needs Trust. J. Distribution: Peter M. Villari, Esq. Nicole T. Matteo, Esq. VILLARI, BRANDES & KLINE, P.C. ,,G .~,, ~.~ „~r 161 Washington Street Suite 400 ~~'~~~ ~~`" ~ ' : ' ~~ .f` ~ ~~~D ~ ~l7 ~Evi 1t":1~:2'y djl t'r " ''. 4 i .. '' ; ~: i`0 `~-''E~ 4i'1y ~'i`~lt~ Conshohocken, PA 19842 8~ ~h~ s$3~ of Jii;L'~ .n~;i~' ~.~ Cad#~~~2~ Qa. Craig Stone, Esquire ibis ... '~.~•~- ~ o#-•~-......., Marshall, Dennehey, Warner, Coleman & Goggin 4200 Crums Mill Road, Suite B IRREVOCABLE SPECIAL NEEDS TRUST FOR THE BENEFIT OF JOHN WILLIAM KOELSCH THIS AGREEMENT AND DECLARATION OF TRUST is made and entered this ~_day of ac T 2009, by and between John F. Koelsch, parent and natural guardian of John William Koelsch, a minor, and Univest National Bank and Trust Co., (hereinafter referred to as "Trustee"). This Trust is for the benefit of John William Koelsch, Beneficiary, who is a handicapped and disabled minor (hereinafter referred to as "Beneficiary"). The Trust shall be known as"'The John William Koelsch Special Needs Trust." BACKGROUND A. John William Koelsch is a minor individual, born on April 18, 1993, is a disabled individual within the definition of 42 U.S.C. §1382c(a)(3) and it is likely that he will never be able to live independently or be competent to handle his own affairs. B. The primary and express purpose of this irrevocable Trust is to provide extra, supplemental and emergency care, maintenance, and education in addition to and over and above any parental legal obligation of support and the funds and/or benefits Beneficiary otherwise receives or is entitled to as a result of his disability, from any local, state, or federal government or any other private agencies, any of which provide services or benefits to handicapped and/or disabled persons (herein called "public benefits"). It is the express purpose of this Trust to use the Trust Estate only to supplement other benefits received by the Beneficiary and no part of the Trust Estate shall be used to supplant or replace private health insurance benefits and public assistance benefits of any local, state or federal agency which has a legal responsibility to serve persons with disabilities which are the same or similar to the impairments suffered by the Beneficiary herein. C. It is the further express purpose of this Trust to provide benefits for the Beneficiary without interfering with or reducing the benefits to which he is entitled from any local, state, or federal government, or any other private agency, any of which provide services or benefits to disabled and/or handicapped persons and to maximize the benefits to the Beneficiary. This Trust is declared to be a Special Needs Trust and shall be for the sole benefit of Beneficiary. The purpose of this Special Needs Trust shall be to maintain and support Beneficiary's health, safety, welfare, education and treatment when such items, products, or services are not provided by a public agency or government program. D. Currently, there exist basic living needs, including but not limited to a suitable home, specially equipped van or other appropriate vehicle, dental care and outdoor recreation and the like, which public benefit programs for the Beneficiary do not provide. It is vitally important that the Beneficiary continue to have these programs in order to maintain a level of benefits which are not likely to be depleted prior to the Beneficiary's death, especially since the cost of care (not including any emergency needs) is high. In this event, there would be no coverage for emergencies or supplementation for basic needs. The following Trust provisions should be interpreted in light of these concerns and the stated intent. zb~us3-~ E. This Trust is established in recognition of the fact that Beneficiary has a disability that renders him incapable of providing for his own care or custody and which constitutes a substantial handicap. In making distributions to the Beneficiary for his special needs, as herein defined, the Trustee shall take into consideration the applicable resource limitations of the public assistance programs for which Beneficiary is eligible. TERMS I. TRUST ASSETS. The initial property of this Trust shall consist of the net settlement proceeds distributable to the Trustee to be held, administered and distributed pursuant to the terms of this Agreement and Declaration of Trust by Order of Court Approving Compromise of Disputed Claims of Minor in that certain action entitled John F. Koelsch, individually and as Executor of the Estate of Kristy Koelsch v. Angela Soto-Hamlin, M.D., et al., as Court of Common Pleas, Cumberland County, Pennsylvania, Docket No. 04-4744. Additional property may be transferred to this Trust from time to time which, upon acceptance by Trustee, shall similarly be held by Trustee in accordance with and subject to alI the terms and conditions of this Trust Agreement, provided, however, that Trustee shall not accept additions to this Trust which, when combined with the existing assets of the Trust, will cause the total assets of this Trust to exceed the amount that appears reasonably necessary to meet the special needs of the Beneficiary. However, no additions may be made to this Trust after the beneficiary has reached age sixty-five (65), unless authorized and appropriate under the then-existing law. II. DISPOSITIVE PROVISIONS. The Trustee shall hold, invest and reinvest the principal of the Trust listed on the annexed schedule and collect the income therefrom, pay all taxes and other charges that may be made properly against the trust, and distribute the net income and principal as follows: A. During the life of Beneficiary, Trustee may pay to Beneficiary, or apply for Beneficiary's benefit, so much of the income of the Trust Estate as Trustee, in Trustee's sole discretion, deems necessary, appropriate or advisable for the satisfaction of Beneficiary's special needs as herein defined, and any income not so distributed may, but need not, be added to the principal. As used in this Agreement, "special needs" refers to the requisites for maintaining the Beneficiary's good health, support, education and maintenance, taking into account benefits available under the laws of the Commonwealth of Pennsylvania, or of any other State, Commonwealth of the United States or the United States, or from any other source, including, but not limited to, private health insurance, any of which provide services or benefits to handicapped and/or disabled persons. "Special needs" is further defined in Paragraph II. C. herein. B. During the life of the Beneficiary, Trustee may only pay to, or apply for Beneficiary's benefit, so much of the principal of the Trust, upon proper petition to the Court having jurisdiction over the Trust and upon receipt of Court approval of the use of principal for Beneficiary's special needs as herein defined. Trustee may not use any principal from the Trust without Court approval and proper notice in accordance with Paragraph VIII. H. herein. 261660-1 2 C. Special needs shall include, but shall not be limited to: medical, dental and diagnostic expenses and related work, programs of training, education, transportation and required travel expenses, and treatment, nursing and custodial care, family respite/skilled nursing care, psychiatric/psychological services, recreational therapy, occupational therapy, speech therapy, physical therapy, vocational therapy, durable medical needs, prosthetic devices, medicines and essential dietary needs and supplements, for which there are no private or public funds otherwise available; medical procedures that are desirable in Trustee's discretion, even though they may not be necessary or Life-saving; supplemental nursing care and special rehabilitative services or equipment, differentials in the cost, for shelter or medical equipment or medical care, between shared and private rooms in institutional settings; care appropriate for Beneficiary that assistance programs may not or do not otherwise provide and such personal non.- publicly funded items such as clothing, furniture, required and necessary custodial companionship and cultural expenses. Trustee shall be under no obligation to expend principal or income for such needs, but if Trustee, in Trustee's discretion, decides to do so, in no case shall Trustee pay or reimburse any amounts to the federal or state governments, or any subdivision thereof except as provided herein. Trustee's discretion: In making such distributions, the following shall apply to the exercise of (1) Beneficiary shall have no right to control the amount or frequency of any distributions from this Trust. (Z) Trustee may, but is not required to, make any distributions from this Trust for the support, health, maintenance and education of the Beneficiary. (3) Beneficiary shall have no right to compel distribution of income or principal. Trustee is prohibited from making any distribution which will reduce or render Beneficiary ineligible for any public benefits. (4) In making distributions to the Beneficiary for his special needs, as herein defined, Trustee shall take into consideration the applicable resource limitations of the public assistance and private health insurance programs for which Beneficiary is eligible. Furthermore, in accordance with 62 P.S. § 1414(b)(3)(ii) expenditures from the trust must have a reasonable relationship to the needs and requirements of the beneficiary. D. No part of the income or corpus of the Trust created herein shall be used to supplant or replace any public assistance benefits of any county, state, federal or other governmental agency which has a legal responsibility to serve persons with disabilities which are the same or similar to the impairment(s) of the Beneficiary herein. For purposes of determining the Beneficiary's Medicaid eligibility, no part of the principal or undistributed income of the Trust Estate shall be considered available to said Beneficiary. In the event the Trustee is required by the Beneficiary or any person or entity on the Beneficiary's behalf to release principal or income of the Trust to or on behalf of the Beneficiary to pay for equipment, medication, or services which Medicaid is authorized to provide (were it not for the existence of this Trust), or in the event Trustee is requested by the Beneficiary or any person or entity on the Beneficiary's behalf to petition the Court or any other administrative agency for the release of Trust principal or income for this purpose, Trustee is authorized to deny such request and is authorized in its discretion to take whatever administrative or judicial steps may be necessary to 261660-1 3 continue the Medicaid eligibility of the Beneficiary, including obtaining instructions from a Court of competent jurisdiction ruling that the Trust corpus is not available to the Beneficiary for Medicaid eligibility purposes. Any expenses of Trustee in this regard shall be paid from the principal of the Trust Estate. The Trustee shall not be held responsible for any discretionary payment of an expense or obligation that is later determined to have been properly payable by any insurance or governmental entity or pursuant to any government benefit or other program. E. The payments herein authorized shall specifically include: (1 } The payment from principal for the purchase of a residence, including, architectural costs and the improvements to the residence necessary to make the residence handicapped-accessible and properly equipped for the safe and appropriate care of Beneficiary, given his special needs, i.e., lifts, transfer devices, ramps, etc. Trustee must petition and receive Court approval for all expenditures from principal for the purchase and sale of any real estate, any modifications to a residence, the payment of taxes, maintenance, insurance and related expenses. The Trustee may set forth a budget for the Court's review and approval. Trustee is permitted to make additional payments from income or principal, if necessary, for the payment of taxes, utilities and for insuring and maintaining of said residence in sound condition, subject to Court approval. If the Trustee in the Trustee's discretion deems it appropriate, Trustee may purchase the residence and obtain a mortgage and the Trust shall be permitted to pay all mortgage related expenses. Title to the residence shall be held in the name of the Trust or the Trustee under this Trust. In the event members of the Beneficiary's family members (excluding siblings under the age of 18), relatives, friends and acquaintances, etc., should reside at any time at the residence purchased and owned by this Trust, such persons shall pay to the Trustee a proportionate share of the expenses associated with residing in, and the maintenance of, the real property, such as, but not limited to, payment for taxes, mortgage payments, a rental fee if there is no mortgage on the property (fee to be a reasonable amount to be determined by the Trustee in its discretion), insurance, utilities and property maintenance costs. The Trustee shall have discretion, should the circumstances warrant, to adjust the proportionate share of the expenses provided for above, due to the fact that a disproportionate share of said expenses are directly related to the beneficiary's needs. If the trust assets are utilized to remodel and adapt the family residence, then that portion of the value of the family residence house shall be deemed a trust asset and must be secured by judgment lien, secured note, deed reflecting percentage ownership interests or otherwise. (2) A payment from principal for ahandicapped-accessible vehicle with complete modifications to accommodate Beneficiary's needs. Trustee is permitted to make additional payments from income or principal, if necessary, for the maintenance, repair, gas, insurance and all other expenses directly related to the maintenance and operation of the van or such other appropriate vehicle for the benef t of the Beneficiary. To the extent Trust assets are used to purchase a vehicle for the Beneficiary, the Trustee shall secure the Trust's contribution by filing a lien of record against the title to the vehicle. Furthermore, title shall be in the name of the appropriate responsible parent and natural guardian of the Beneficiary or such other individual or Court appointed guardian. (3) Prepayment of funeral and burial expenses. (4) Payments for the continued services of a life care planner, or other similar expert agencies and individuals to assess and monitor Beneficiary's needs and to provide, 261660-I 4 recommend and/or facilitate the provision of care, testing, monitoring, treatment, equipment, assistive devices, educational devices, therapy, transportation, etc., to meet the life care needs of the Beneficiary. Such payments may be made from principal should income from the Trust be insufficient to cover such expenses. In hiring such agents to determine the Beneficiary's needs, what benefits are available for Beneficiary and what payments will not jeopardize those benefits, the Trustee shall be able to rely in good faith on the recommendations and findings of the experts. F. Trustee shall be required to perform the following duties during the period of time that it serves as Trustee of the Trust; (1) Trustee shall be required to file the appropriate petition with the Court having jurisdiction over this Trust regarding any use of principal. (2) Trustee may engage the services of a life care planner, or other similar expert agencies and individuals, to visit the Beneficiary and Beneficiary's family, to inspect and review all aspects of the Beneficiary's care, condition (physical and mental), environment, health care and medical and related equipment needs, as well as facilitate and assist with medical coverage and any other appropriate benefit. (3) Trustee shall prepare any necessary income tax returns and provide tax information to the parent and natural guardian or other Court appointed guardian of the beneficiary. The Beneficiary may be required to include in his taxable income part or ail of the taxable income earned by this trust during the Beneficiary's lifetime (including realized capital gains), report such income on his personal income tax return and pay the income tax due with respect to such income, under the Internal Revenue Code or other tax jurisdiction. To the extent that the Beneficiary is required to include in his taxable income any portion of the income earned by this Trust and pay the income tax due with respect to such income, the trustee shall pay to Beneficiary's parent and natural guardian or such other appropriate guardian, or to the tax authorities, from principal, without further court approval an amount equal to the increase in income taxes, and interest and penalties thereon, payable because the Beneficiary is required to include all of or a portion of the income of this Trust in his taxable income. However, if under applicable laws the Trust is permitted to retain the tax consequences of the operation of the Trust, the Trustee may, in its sole discretion, file the income tax return in whole or in part in the Trust's name and pay the income tax due out of principal without the need for further court approval. After the Beneficiary's death, income taxes shall be paid under ordinary fiduciary income tax rules. (4) If any distribution under the terms of this agreement would create a taxable event for the beneficiary that would make the beneficiary ineligible for public assistance programs from any government agency, the Trust shall be responsible for the payment of taxes attributable the distribution. G. Upon the death of the Beneficiary: (1) Trustee shall pay out of the Trust Estate to the Commonwealth of Pennsylvania, Department of Public Welfare (DPW), or any other such governmental entity entitled to reimbursement an amount equal to any unpaid valid lien for medical assistance 261660-1 provided to the Beneficiary to the extent, and only to the extent, as required by 42 U.S.C. § 1396(p)(d)(4)(A). If more than one state has provided medical care subject to repayment under 42 U.S.C. § 1396(p)(d)(4)(A) and the balance remaining in the Trust is insufficient to pay each of those states in full, the balance to be paid shall be on a pro-rata basis to such states. (2) Trustee may, in Trustee's discretion, pay out of the Trust Estate the Beneficiary's last illness and funeral expenses, attorney's fees and other costs incurred in administering the Beneficiary's probate estate, other obligations incurred for the Beneficiary's support and any estate, inheritance taxes or death taxes (including interest and penalties thereon) arising by reason of the Beneficiary's death. However, such payments are subordinate to the repayment requirements of Social Security or the Commonwealth of Pennsylvania, Department of Public Welfare or that of any state or territory of the United States. H. Upon the death of Benef ciary, Trustee shall distribute the then-remaining principal, together with any accrued, accumulated and undistributed income, if any, of the Trust Estate, net of any and all expenses related to the administration of the Beneficiary's estate and any and all liens, if any, and any and all inheritance and estate taxes, together with any interest and penalties to Beneficiary's heirs-at-law, their identities and respective shares to be determined according to the laws of the Commonwealth of Pennsylvania, then in effect relating to the succession of separate property not acquired from a parent, grandparent or previously deceased spouse. However, the interest of any legal parent of the Beneficiary, who is or would be considered an intestate heir, who has not paid or provided child support to the Beneficiary, shall have his intestate interest reduced by ten percent (10%) per year that such parent failed to pay child support, whether or not mandated by a Court, even if this results in no inheritance for such parent or any of such parent's legal heirs. III. TERMINATION OTHER THAN UPON DEATH OF BENEFICIARY. In the event that it is determined, by a court of competent jurisdiction, that this Trust renders the Beneficiary ineligible to receive any governmental assistance benefits or private health benefits, or that notwithstanding the provision set forth in Paragraph V below, this Trust maybe subject to garnishment, attachment, execution or bankruptcy proceedings by a creditor of said Beneficiary or by the federal or state government, or any agency or subdivision thereof, then Trustee shall terminate this Trust and distribute the remaining principal and accrued income to such person, or friend of the court, as the court may direct (but in no event to a creditor of Beneficiary). The court may direct that such recipient conserve, manage and distribute the proceeds of the former Trust Estate for the benefit of Beneficiary in accordance with the provisions set forth in this Trust for his benefit. In determining whether the existence of this Trust for the benefit of Beneficiary has the effect of rendering him ineligible to receive any governmental assistance benefits or private health insurance benefits to which he would otherwise be entitled, Trustee is hereby granted full and complete discretion to initiate administrative and/or judicial proceedings for the purposes of determining eligibility, and all costs related thereto, including reasonable attorneys' fees and costs, shall be a proper charge to the Trust Estate. This paragraph is subject to the terms set forth in Paragraph II. G. herein. IV. DISABILITY PROVISION. If at the time fixed in this Agreement, or selected by Trustee under the provisions hereof, for any distribution of income or principal, any beneficiary entitled thereto shall be a minor, shall have been adjudicated as incompetent, or shall be, in the sole judgment of Trustee, otherwise unable to apply such income or principal to his own best interest and advantage, the right to the property to be distributed shall vest in such beneficiary, 261660-1 6 but during the existence of such disability the income or principal to which such beneficiary is entitled may be retained by Trustee, who in that event shall hold, invest or reinvest it and use as much of such income or principal as Trustee, in its sole discretion, may deem appropriate for the support, maintenance, education and welfare of the beneficiary, either by the payment of bills directly, or by payment to such persons as Trustee may select, without the intervention of a guardian, committee or other fiduciary. The receipts of such payees shall be a full and complete discharge of Trustee with respect to such payments. Upon termination of the disability, the unexpended income and principal shall be distributed to the beneficiary. If the beneficiary dies during the existence of the disability, the unexpended income and principal shall be distributed to the personal representatives of his estate, subject to the terms set forth in Paragraph II. G. herein. V. SPENDTHRIFT PROVISION. A. As long as the income or principal to which any beneficiary may be entitled is in the possession of Trustee and not actually distributed by them, such beneficiary shall not have the right to anticipate or alienate such income or principal by assignment or by any other means, it shall be free and clear of the beneficiary's debts and obligations, and shall not be taken, seized or attached by any process whatsoever. B. Should Trustee so desire, Trustee may, as a condition precedent, withhold payments of principal or interest under this Trust until personal order for payment is given or personal receipt furnished by each such Beneficiary as to such Beneficiary's share. Trustee may, however, deposit in any bank designated in writing by a Beneficiary, to such Beneficiary's credit, income or principal payable to such Beneficiary. Nothing contained in this Paragraph shall be construed as restricting in any way the exercise of any power of appointment granted hereunder. Furthermore, because this Trust is to be conserved and maintained for the special needs of the Beneficiary throughout his life, no part of the corpus thereof, neither principal nor undistributed income, shall be construed as part of the Beneficiary's estate or be subject to the claims of voluntary or involuntary creditors for the provisions of care and services, including residential care, by any public entity, office, department or agency of Commonwealth of Pennsylvania or any State, or Commonwealth of the United States or the United States or any governmental agency. VI. APPLICATION FOR BENEFITS. A. In the event Beneficiary is unable to do so himself, in the exercise of best judgment and fiduciary duty, Trustee shall assist, the parent and natural guardian or such Court appointed guardian, in seeking support and maintenance for Beneficiary from all available public and private resources, including but not limited to, Social Security Administration benefits, Veteran's Administration benefits, Supplemental Security Income (SSI), U.S. Civil Service Commission benefits, old age survivor and disability program (OASDI), Medicare and Medicaid benefits, and private health insurance and in that regard, Trustee may collect, expend and account for separately all such benefits, but not co-mingle them with funds of the Trust Estate. Trustee shall not be obligated to or responsible for the application for such benefits. Trustee shall take into consideration applicable resources and income limitations of any of these public programs or private agencies for which the Beneficiary is eligible in determining whether to make any discretionary distributions hereunder. Payments or distributions from this Trust which will result in the loss of governmental or other benefits to which Beneficiary is or may be entitled are expressly forbidden. The Trustee shall not be held responsible for any discretionary 261660-I 7 payment of an expense or obligation that is later determined to have been properly payable by any insurance or governmental entity or pursuant to any government benefit or other program. B. Trustee may invest in and hold property which is used as the principal residence, furniture, handicapped-accessible vehicle and other items meeting the "special needs" of the Beneficiary despite the fact that such property is non-productive of income. Any such property may also be used by persons providing care for Beneficiary without charge for the use of such property, provided such use is for the benefit and further assistance of the Beneficiary, subject to the provisions of Paragraph II. E. (1). C. All public assistance benefits of Beneficiary and all earnings of Beneficiary shall not be co-mingled with other Trust assets but any such funds transferred or paid to Trustee shall be separately held by Trustee. Nothing in this provision shall be construed to require the addition to the Trust Estate of either public assistance benefits or earnings received by, or on behalf of, Beneficiary. VII. TRUST IRREVOCABLE. This Trust shall be irrevocable and shall not be altered, amended, revoked, or terminated except by the Trustee as (1) is permitted by law while retaining the irrevocable nature of this Trust, and (2) necessary to respond to the requirements of the administrative agency with the authority to dispense public benefits or regulate this Trust or Trustees. This Trust is subject to the continuing jurisdiction of the relevant Orphans' Court of Common Pleas, including the Court's right to modify or terminate, for cause shown, although this Trust is otherwise irrevocable. VIII. POWERS OF TRUSTEES. During the continuance of the Trust established hereunder, and after its termination for the purpose of making final distributions, Trustee, and its successors, shall have the following powers, which they may exercise as often as they may deem advisable without application to or approval by any court, except to the extent such powers have been limited by the Court having jurisdiction over this Trust Estate: A. To invest the Trust assets in such legal and authorized investments as permitted in accordance with the Prudent Investor Rule and the Principal and Income Act, as adopted and amended, in the jurisdiction having jurisdiction over this Trust, during the term of the Trust, using judgment and care under the circumstances then prevailing that persons of prudence, discretion and intelligence exercise in the management of their own affairs, not in regard to speculation but in regard to the permanent disposition of their funds, considering the probable income as well as the probable safety of their capital, always maintaining the Beneficiary's needs as the purpose of the Trust. Trustee shall be permitted to administer the Trust in accordance with §8103 et seq. of the Pennsylvania Probate Estates and Fiduciaries Code. B. To sell and convey all or any part of any real estate which may at any time be held hereunder, at public or private sale, at such time or times, for such price or prices, and upon such terms as to cash or credit, as they deem proper and upon proper approval from the Court having jurisdiction over this Trust, free and clear of all trusts and limitations; and to satisfy of record any mortgage belonging to the Trust. C. To retain, to hold unregistered, to sell, to invest, to resell and to reinvest, all or any part of the Trust assets which may come into their hands, in such manner and in such stocks, whether common or preferred, bonds, obligations, investment companies, investment trusts, partnership interests (general or limited), mutual funds, or other real or personal property, 261660-1 and upon such terms and for such length of time, as Trustee shall deem best for the interests of the Trust, it being intended hereby to give Trustee full and complete authority to hold, possess, manage, control, sell, convey, encumber, tease for such term, as authorized by statute. However, the Trustee is not permitted to invest any of the Trust assets in the stock of the then- serving Corporate Trustee or its parent company, affiliates, successors or assigns at any time unless specifically authorized to do so by the Court having jurisdiction over this Trust. D. To borrow such sums of money as may be required for the purposes of the Trust, to secure the loan by a pledge or mortgage of all or any part of the Trust property; and to execute an accompanying bond, plain or collateral notes, or other evidences of indebtedness. E. To employ such accountants and attorneys, as Trustee, in its discretion, deems appropriate and to pay said advisors their customary and normal hourly rates or such other fees and to pay for same out of income or principal or partly each, including the costs and fees of counsel to prepare this Trust document and to counsel the family and Trustee on the terms and ramifications of this Special Needs Trust and any court appearances and for counsel to interpret issues arising under this Trust and its terms. Other agents or advisors may be engaged after obtaining proper Court approval. F. To select one or more depositories and to authorize payment out of any accounts on checks signed by such person or persons as they may designate in writing, and to delegate to such person or persons as they may designate in writing access to any safe deposit box or boxes they may rent. G. To determine whether money or property coming into their possession shall be treated as principal or income; to charge or apportion expenses and losses to principal and/or income in such manner as they may deem just and equitable, in accordance with applicable law; and to bind beneficiaries and distributees by their judgment therein. H. Trustee shall be obligated to f le a copy of the Trust, upon approval by the Court with the Special Needs Trust Depository, TPL Section, ATTN. Manager, P.O. Box 8486, Harrisburg, Pennsylvania, 17105-8481. Trustees must also notify the Special Needs Trust Depository, TPL Section of any amendment to the Trust and when the Trust terminates. The Department of Public Welfare of the Commonwealth of Pennsylvania and/or any other state must receive notice of any and all petitions for the use of principal and the filings of any account with the Court. I. If the size of the principal is such that it does not warrant the cost of continuing this Trust, or if its administration would be otherwise impractical Trustee may prepare and file an account with the Court and only upon Court approval terminate this Trust and make distribution to such individuals as the Court directs in its order. This paragraph is subject to the terms set forth in Paragraph II. G. (1) herein. IX. TRUSTEE'S LIEN. Trustee shall have the first lien upon the Trust for any tax, charge, claim or payment which it, as Trustee, may be required to liquidate and discharge. X. TRUST ACCOUNTS. Trustee shall be entitled at any time to have a judicial settlement of its accounts in the Court having jurisdiction over the Trust. Trustee must file an 261660-I 9 accounting with the Court upon the termination of the Trust or upon a change of the situs of the Trust or upon a change of the Trustee of the Trust. XI. "TRUSTEE" DEFINED; WAIVER OF BOND. Wherever in this Trust the term "Trustee" has been used, the term shall mean the Corporate Trustee that at the time is entitled and qualified to act as such, whether originally appointed, substituted or succeeding, except a Trustee specifically excluded with respect to any power or provision. The initial Trustee shall not be required to file bond or give security in any jurisdiction in which it may act. However, in the event of a change in the Corporate Trustee for any reason, the current Trustee must file the appropriate petition with the Court and demonstrate the financial stability of the successor Corporate Trustee in order for the Court to determine whether or not a fiduciary bond will be required. XII. DEFINITIONS. A. Whenever appropriate in this Trust, the singular shall be interpreted to include the plural, and vice versa; the masculine to include the feminine, and vice versa; and each of them to include the neuter, and vice versa. B. For all purposes hereunder, the word "property" shall be taken to include real and personal property and any interests of any kind in any real or personal property. XIII. HEADINGS FOR REFERENCE. The headings or titles preceding the paragraphs of this Agreement are provided only for convenience of reference and shall not be used to restrict or explain the meaning, purpose or effect to any of the provisions to which they refer. XIV. TRUSTEE AND SUCCESSOR TRUSTEE. A. Number and Classes of Trustee. The Trust shall at all times be administered by a Corporate Trustee. B. The named trustee is the original Trustee hereunder. If the Trustee shall fail or cease to serve, the Guardians shall select a successor Trustee and file the appropriate petition with the Court to obtain the Court's approval of the proposed successor Trustee. At all times there shall be a Corporate Trustee. C. No person dealing with Trustee shall be required to see to the application of any purchase monies, other consideration, or loan proceeds; or to inquire into the validity, necessity or propriety of any transaction to which Trustee may be a party. D. No person acting as Trustee shall participate in any discretionary decision which may result in a distribution to such Trustee as a beneficiary or which would fulfill a support obligation of such Trustee. E. Trustee and Successor Trustees Appointment: 1. Initial Appointment of Trustee. The initial Trustee is specified at the beginning of this Agreement. By execution and delivery of this Agreement the Trustee 261660-1 j Q undertakes, faithfully and to the best of its ability, to participate in the administration of the Trust strictly in accordance with the applicable law and the provisions of this Agreement. 2. Subsequent Appointment of Trustee. The Guardians at any time and from time to time shall have the power to fill any vacancy in the office of Trustee by a corporation eligible to fill such vacancy by petitioning the Court for approval of the appointment of a corporation eligible to hold the office of Trustee. F. Successor Trustee Not Responsible For Acts of Predecessor No successor Trustee shall be obligated to examine the accounts, records, or acts of a previous Trustee, nor shall any such Trustee in any way or manner be responsible for any act or omission to act on the part of any such previous Trustee. Any claim or action against any such Trustee shall, in any event, be filed by a beneficiary in the appropriate court. G. Resi ng ation: Any Trustee may resign at any time but only with court approval and the appointment of a successor Trustee. Should a corporate fiduciary resign as Trustee of any trust under this Agreement, the procedure for appointment of a successor Trustee shall be the same as that in Subparagraph I.6. of this Article, with the exception of the last sentence in such paragraph. H. Compensation: The Corporate Trustee shall receive compensation in accordance with its standard schedule of fees in effect from time to time or as otherwise agreed, but not to exceed the standard schedule of fees, during the period while its services are performed. The Corporate Trustee shall disclose all fees and ancillary costs and charges related to using its proprietary investment funds and common trust funds. I. Substitution: The Corporate Trustee of the Trust may be removed for any of the reasons stated herein. Any such removal shall be accomplished by a writing setting forth the grounds for removal and the successor Corporate Trustee signed by the Guardians and the acceptance of the successor Corporate Trustee. The Guardians shall file the appropriate petition with the Court setting forth the reasons for the change in Corporate Trustee and requesting Court approval. The change shall only be effective upon receipt of Court approval. A Corporate Trustee maybe removed upon any one of the following grounds: 1. There exists a difference in the domicile of the Corporate Trustee and that of one or more of the beneficiaries, such that greater convenience to the beneficiaries or their families can be achieved by changing the Corporate Trustee; or 2. The costs of the administration of the Trust can be reduced by the removal of the Corporate Trustee and the appointment of a successor Corporate Trustee; or 3. The Trust administrator appointed to the Trust established hereunder has less than five (5) years of trust administration experience or is changed more frequently than every three (3) years; or 4. The investment officer appointed to the Trust established hereunder has less than five (5) years of investment experience or is changed more frequently than every three (3) years; or 261660-1 5. The Corporate Trustee merges with a larger entity, and/or there exists such friction and differences between the beneficiaries and the Corporate Trustee with respect to the proper administration and management of the Trust as, in the opinion of counsel for the Trust, would make a change of the Corporate Trustee appropriate and desirable. Not withstanding prior provisions of this paragraph, in the event that the exercise by the beneficiaries of, or the right of the beneficiaries to exercise the foregoing power of removal, or the participation of any beneficiary in such exercise or right to exercise, shall at any particular time have the effect of making the whole or any part of the Trust Estate of the Trust taxable to any one or more of the beneficiaries for income, gift or estate tax purposes under the United States Internal Revenue laws enforce and effect at such time, then such beneficiaries shall not have at such time the right to exercise or participate in the exercise of such power and shall be deemed not to have exercised or participated in the exercise of the same. 6. Furthermore, the Beneficiary's parents or guardians may initiate this right of removaUappointment for any reason upon written notice to the current trustee and acceptance by the successor trustee, subject to Court approval; however, such power may not be exercised more often than once every twenty-four (24) months. XV. EXCLUSION OF ENVIRONMENTAL LIABILITY. The Trustee shall not. be liable for any loss or depreciation in value sustained by the Trust as a result of the Trustee acquiring any real property upon which there is later discovered to be hazardous materials or substances requiring remedial action pursuant to any federal, state or local environmental Iaw, unless the Trustee contributed to the loss or depreciation in value through willful default, willful misconduct or gross negligence. XVI. SI'TUS OF TRUST. This Agreement has been executed and accepted in the Commonwealth of Pennsylvania which is hereby designated as the original situs of the Trust herein provided. Trustee may at any time change the situs of a Trust to another jurisdiction only after obtaining Court approval of the change; provided, however, that the law of the original situs shall control the construction and administration of the Trust after the change unless Trustee, unanimously, agree that the law of the new situs shall control. XVII. ACCEPTANCE OF TRUST. Trustee acknowledges receipt of the monies, investments, securities, policies and other property listed in Schedule "A", accept the Trust hereby created, and agrees to carry out the provisions of this Agreement. IN WITNESS WHEREOF, John F. Koelsch, Parent and Natural Guardian of John William Koelsch, and the Trustee, have hereunto set their hands and seals the day and year first above written. (SEAL) ohn F. Koelsch, Parent and Natural Guardian of John William Koelsch, a Minor 261660-1 12 ACCEPTANCE BY TRUSTEE I, Michael A. Kerns, Trust Officer with Univest National Bank and Trust Co., hereby accept this Trust. „ ~ ,,~., Witness/Attest: ~ j~'' ~,`ti`~ `°P By: ,./ `'~ ~~~G'' (SEAT,) Mic a ems, Trust Officer Uni t National Bank and Trust Co. 261660-1 13 COMMONWEALTH OF PENNSYLVANIA COUNTY OF MONTGOMERY ss. On this ~ ~~ day of C~C~~I~~~ , 2009, before me, a Notary Public in and for the Commonwealth and County aforesaid, personally appeared. the within-named John F. Koelsch, known to me (or satisfactorily proven) to be the person named in the foregoing instrument, who acknowledged that he signed this Irrevocable Special Needs Trust, as the parent and natural guardian of John William Koelsch, for his act and deed and desired that the same might be recorded as such. IN WITNESS WHEREOF, I have hereunto set my hand and notarial seal. ~. (SEAT:) Notary Public NOTARIAL SEAL HELEN F. KLINEPETER, Notary Public Penn Twp., Perry County any Commission Expires Nov. 21, 2009 267083-1 1 4 AFFIDAVIT i COMMONWEALTH OF PE1V'NSYLVANIA ss COtJN'TY OF C"~ ~ cv `'c~v ~-~.~~+~ . On this, the ~ s~ day of C,-~c-• ~-~, 2009, before me, the undersigned Officer, personally appeared, Michael A. Kerns, Trust Officer, on behalf of Univest National Bank and Trust Co., known to me or (satisfactorily proven) to be an Officer of Univest National Bank and Trust Co., whose name is subscribed to the within instrument and that he executed same and that he duly acknowledged that he executed same for the purposes therein contained. IN V'i~[TNESS WHEREOF, I hereunto set my hand and official seal. NOTARY PUBLIC ~~ My commission expires: ~ ~ ~--a ~ ~.. CC}MiVit~NWirAt~'fii-t t~F 9~'~.~l~t~"'~I.VANIA ~io4arsai Seai Victoria A Msupf~~~. ~tot2ary Public Souderton Boro, Mr~~tc~mery County My CcxrEmis.~ic-are r~x~~r~~ .,an~8, 2012 - . Member: p~;s1t~ ~, - ~; , E~=;rc~r.I=~ESCjra r}f hlc~iaries - - .. j 261660-1 ~` IRREVOCABLE SPECIAL NEEDS TRUST FOR THE BENEFIT OF JOHN WILLIAM KOELSCH, MINOR SCHEDULE A Cash ........................................ ....$132,942.16 Note: Figures are approximate pending final approval of the trial Court. 261660-1 DEC. 23. 2009 5.47PM r~ COMMQNWEALTH OF PENNSYLVANIA GQVERNOR'S OFFICE OF CENERAI COUNSEL Via Facsfmfle (2xS-591-8252) George M. Biter, Esquixe 'f~oneyKnox, LLP P.O. Box 7544 Fort Washington, PA 19034 hard Copy by Mail December 23, 2009 Na, 6386 F. 2 ate: Irrevocable Specfal Noeds'~~ruust for the Benefit of John Wfllfam ~oelgch pear Attorney triter: Please be advised that I have re~vie~ved the Txxevocable Special Needs Trust far the Benefit of John William Koelscb. The Commonwealth of Pezmsylvania, Department of Public Welfare has no objection to thzs Special Needs Trust ("SNT"}, John Koelsch's assets that were used to fund the SNT will not be considered an available resource in determining his eligibility for Medical Assistance. Yf robn Koelgch hag other assets that are not part of the SNT, the County Assistance Office ("GAO") may deteizni~Ie that he is not eligible for Medical Aasista~nce. In order to assist the Department i,xt making its determination of Medical Assistance eligibility, please provide to the CAO (with a copy to me) the documentation zegarding the funding of this SNT amd any subsequent additions to the SNT. Thank you for your attention and cooperation with the Department, If you have any questions, please feel free to contact me. c: 'Z'PL Sincerely, Lisa B. Dees Assistant Counsel OFFICE OF CMIEF COUlAlSEL I aEPARTMENT OE PUBLIC WELFARE ;i FL, vd$:-:T, NEkI.TH s?~ ~+V$LFAa$ PI.gG, 17' ' ~ FGRSTER STREETS ~ HARRISBURG, RA ],7120 ~h: 7~,7-7$$-~Cpq I FK~ 717-772-0717 IMON EY OX p ~~ Attorneys a t L a w Thomas J. Timoney Mark E. Weand, Jr. Michael O'Hara Peale, Jr.t Charles J. Weiss James M. Jacquette Herman J. Weinrich" John J. McAneney*t# George M. Ritert Scott H. Wolpert* Richard L. Caplan Catherine M. Harper David S. Reno Michael E. Eisenberg' Joseph T. Thlroway Mark F. Waimer Ann Thornburg Weiss Karen Schecter Dayno*t Thomas A. Boulden Carol A. Crisci Jean Bond Brown Kevin P. Schmidt* Joshua 5. Ganz* Of Counsel John P. Knox John V. Hasson Edward T. Egan+ August 20, 2009 Mr. John Koelsch 36 Jeffers.~r~ Street Duncannon, PA 17020 400 Maryland Drive P.O. Box 7544 Fort Washington, PA 19034-7544 www.timoneyknox.com E-mail: griterC~timoneyknox.com Telephone: 215-646-6000 Facsimile: 215-646-0379 Direct Dial No.: 215.540.2632 Direct Facsimile No.: 21 5.591.8252 RE: Representation -Estate of Kristy Koelsch Dear Mr. Koelsch: In accordance with Timoney Knox, LI,P's internal guidelines and the requirements of the Pennsylvania Rules of Professional Conduct which govern the activities of all lawyers, this letter is to confiri;~ Timoney Knox, LLP's representation of you, as well as to establish the terms of that representation. " Member rU Bar Member NY, D.C. Bars As you can appreciate, it is essential that Timoney Knox, LLP's clients have the +Member MD, D.C. Bars same understanding of the client/attorney relationship as the firm. You have engaged us t LLM Taxation to represent you, as Executor, and assist in the administration of the Estate of Kristy # cPA Koelsch, regarding issues you will face in your capacity as Executor, assisting as legal counsel in the administration, preparation of inheritance tax returns, correspondence to entities regarding date-of--death values and related services. We will look to the estate primarily for payment of our services. Our ..firm will be pleased to represent you on the following terms: 1. Ali services will be billed at our standard hourly rates. My hourly rate is $365.00 per hour. The rates of other lawyers wrio may be assigned to this matter range from $200.00 to $375.00 per hour and will also be billed in units of one-tenth of an hour. The rate for paralegals who may be assigned to this matter is $180.00 per hour and will also be billed in units of one-tenth of an hour. The rates are subject to change from time to time. We reserve the right to terminate representation for failure to receive payment for invoices in a timely manner. The term "services" includes such items as advice, negotiating sessions, the review of documents, the preparation of documents, revision and LANCASTER OFFICE editing of documents, meetings and conferences with you, investigation, court 132 E. Chestnut Street Lancaster, PA 17602 appearances, trial and related activities. Telephone: 717- 393-1400 facsimile: 717- 393-8565 266702-1 John Koelsch August 20, 2009 Page 2 2. It is customary for us to receive a retainer for fees, however, that requirement has been waived in this case. We will be paid from the estate account, which we will maintain, although you will be the signatory. Therefore, as invoices are submitted, a check will be remitted to you, with a copy of the invoice, for approval and payment. 3. It is the firm's practice to bill estates at certain stages, rather than on a monthly basis. I generally submit an invoice for each matter the firm handles for a client in which I state the value of the time spent and describe the work performed. Payment of invoices is expected within thirty (30) days of the invoice date and Timoney Knox, LLP reserves the right to charge interest on any bill outstanding more than sixty (60) days from the invoice date and to cease work on your behalf if payment is not received within ninety (90) days of the invoice date. 4. It is the firm's practice to maintain files for seven (7) years after any litigation or indefinitely when it pertains to general matters including, but not limited to, estate and tax planning. However, seven years after the termination of the engagement, the firm reserves the right to destroy the file without any subsequent notice to you. If you wish to obtain the file after the completion of the engagement, you should request so at that time. If the foregoing terms are acceptable to you, please sign the enclosed copy of this letter and return it to me in the envelope provided. We look forward to representing you in this matter. Sincerely, C~- George M. Biter Enclosures I, JOHN KOELSCH, Executor of the Estate of Kristy Koelsch, agree to and accept the terms of the foregoing fee arrangement. KOELSCH Prebill Number: 88138 Billing Timekeeper: GMR George M. Riter, Client: 17081 Koelsch, John: Special Needs T Matter: 00001 Koelsch, John: Special Needs T Bill Format: JGMR Shows Atty Initials, Date, Description, Hours Begin Date: 01/01/1984 End Date: 11/30/2009 Date of Last Bill 01/01/1900 Fee Schedule: STDR Date of Last Statement 01 /01 /1900 Fee Agreement: Hourly Date of Last Payment 01 /01 /1900 Amount of Last Payment $0.00 A/R Aging: 0 - 30 $0.00 31 - 60 $0.00 61 - 90 $0.00 91 - 120 $0.00 121 & up $0.00 Action to be taken: [ ]None - No bill at this time Why? [)Full Detail (Fees and Expenses as shown in Bill Format) [ ]Expense Only (Hold Fees) [ ]Summary Bill (Paragraph supplied by Attorney to summerize Fees & Expenses) -overrides Bill [ )Summary with Expense (Paragraph supplied by Attorney to Summarize Fees; Detail of Expenses) - overrides Bill Format Prepaid Balance: $0.00 Trust Balance: $0.00 Remarks: TIMONEY KNOX, LLP P.O. Box 7544 400 Maryland Drive Fort Washington, PA 19034-7544 Tel (215) 646-6000 Fax (215) 646-0379 Federal Tax I.D. 23-1339676 December 21, 2009 John William Koelsch John William Koelsch Special Needs Trust 36 Jefferson Street Duncannon, PA 17020 Re: 17081 - 00001 John William Koelsch Special Needs Trust Prebill Number 88138 Professional Services through 11/30/2009 Date ~ x Description Hours GMR 07/22/2009 Telephone conference with Nicole re: new case that was settled and 0.50 two children and trust. JBB 08/03/2009 Telephone conference with Nicole Matteo re status of litigation 0.80 settlement and various issues related to Trust and deceased mother; Receipt and review of documents from Matteo. _. ,. ~.,: < ~ ~ ~ ,,r ..K JBB 08/09/2009 Analysis of mother's will for flexibility to transfer son's money into 0.40 Special Needs Trust; Status update and questions to George M. Riter, Esquire. ..._. . . '~ j~~ t .~'. .. ~, @~ 3~m. ep JBB 08/12/2009 Extended Telephone conference with John Koelsch re information 0.30 about his son and daughter. .. F :r , . ~ ; . ~~ ~~ ~ 0~2 355 . . r a ~~ ~ 4 s GMR 08/17/2009 Intraoffice conference with Jean Bond Brown re: Koelsch Estate. u 0.20 ~1l~U/7009 ~ Z~~ 1~0 2.10` ~-:~:~ a. ~. JBB 08/20/2009 Preparation of first draft of Special Needs Trust. 2.10 .._._. '`. .` t ~ ~~ ~ s ._s ,, 00 . _ ......... ~ ...> ~ ~. ~..... . A„ ~~~ ~ ~ a~, .~. . . JBB 08/21 /2009 Intraoffice conference with George M. Riter, Esquire re draft Trust; 0.90 Telephone conference with John Koelsch re choice of Trustee; Revisions to Special Needs Trust. a ~ o.so o s ~s~~.oo ~... ~ k ! GMR 08/26/2 9 00 Intraoffice conference with paralegal and Nicole VB&K re: estate ~ 0.50 administration. 17081 Koelsch, John: Special Needs T Invoice# 88138 Page 2 .; ~' _ /~1"~CZ~C309 g¢ ~~ ~ s ~ri ~ ~ 2O.b0~ '~ ~ ' ~ ~ , ~ 6~p ` JBB 09/16/2009 : c: z.. ..,.. .. ~: :~, s Intraoffice conference with George M. Riter, Esquire re status. , 5 ~??~:? ,... aes, 0.20 't9/21/2009 ~, S~~ ~30 (1{l M ~ ~ ~ _ . ._.._.. W. ~~ ~ ~ . ~ ~ ~~ . fi 69 0 JBB 09/21/2009 ... Telephone conference with Nicole Matteo re planned filing of , 0.30 supplemental petition regarding allocation of payoff for Law Cash loans, discussion re possibility that Estate could challenge interest rate. ,..£de# Mi ~ o,t;.` _.. .. ~h..:.. .x.,.9):P...... »,. .,.w. .. s, fN .. ~'c xd.$Q ~.,k . f ~ ~ ~ ~ GMR 09/22/2009 Review and Revisions to proposed SNT; Intraoffice conference with 0.30 Jean Bond Brown to finalize and also discuss the settlement loan and petition for relief from Nicole Matteo of VB&K. GMR 09/22/2009 o Review Law Cash document and discuss w/Jean Bond Brown 0.40 options and course of action to try to compromise. +~ ~ ~ jJ '°~,.~_'~~~~~2iGr~ ~ a gay t Y q ~ ~', ~ ~'. JBB 09/22/2009 Receipt and review of Correspondence from Nicole Matteo and copy I.20 of Supplement to the Petition re Allocatino of LawCash Lien; Analysis of Supplement and its effect on Estate and Special Needs Trust; calculation of net expected to John William Koelsch; Review George M. Riter, Esquire's suggested revisions to Special Needs Trust; Revisions to Trust incorporating same. A , ~, :, :. GMR 09/30/2009 Telephone conference with Nicole Matteo, Esq. of VB&K re. recent 0.50 Court hearing approving settlement, issues on loan, allocation on loan, children's interests and concerns on benefits and update on material from father; Intraoffice conference with Jean Bond Brown re: estate, minors, Univest, meeting and petition to Court to approve ~. Trust for autistic child. GMR 09/30/2009 ,~. .. Receipt and review of several a-mails on trust. 0.10 « 'R . GMR 10/0l /2009 z., R ... -. :::. Intraoffice conference with Jean Bond Brown on estate, loan, trust, i ... 0.20 etc. 1 ~. ,~. ,,, . ,, /, ~ i~ ~ f ~' ~ i `N JBB 10/05/2009 Analysis of changes requested by Univest; Intraoffice conference 0.70 with George M. Riter, Esquire re same; Revisions to Trust document. j `" ~ __ , ~. ~ - ~ e JBB 10/06/2009 Telephone conference with John re execution of Trust document; 0.50 Intraoffice conference with George M. Riter, Esquire re Univest's requesting changes to/clari fications of Trust language. qp {/, (}'~ {(./may'' ., ~ ,. .~::, ~ `~'~ ... ~ ..~ .., . 355~Oa~ °35.50 GMR 10/08/2009 .m~ Receipt and review of copy of Court Order re: allocation of John's 0.10 share in escrow pending approval of SNT. G~R 012d%20"09 ~ ~ ~ ~ ~0~2~ 0.2~ 3~5.Q0 .®. ~~~ ~"' 71:~Q0 GMR 10/20/2009 Intraoffice conference with Jean Bond Brown re: estate 0.20 administration; Review and Revisions to language in Trust. KK GMR 10/21/2009 Intraoffice conference with Thomas J. Timoney, Esquire on status 0.30 17081 Koelsch, John: Special Needs T Invoice# 88138 Page 3 and Intraoffice conference with LGB, the paralegal assigned to estate, re: administration issues, tax returns, etc. ,~, , :mss. ~. ~ ~ ,,,. ~ ~r, ~~ y ~ '~ ,H b~ . _. a ~~. , ~,7"a R , , , . ~~ ~~~~ ~~~~ ~~s > GMR 10/21/2009 Intraoffice conference with Jean Bond Brown on Letters 0.30 Testamentary, short certificates, etc.; Receipt and review of multiple e-mails from Nicole of Villari et al. on settlement, trusts and estate paperwork. • .f... wy ~~ .~ i ~, ~ ~2OQ ~ r ~~ ~ ~.' ~~~. ~- ~" tom,, -;, ...' t ~ ." :. .:~ .V s ~Lffiyt5 ,~,• 0 .SOa ~~ p~~. " JBB 10/21/2009 Receipt and review of Correspondence from Michael Kerns re 0.80 Univest acceptance of Trust; Correspondence with Kerns sending him Trust for signature; Correspondence with Nicole Matteo re status of Trust. ,. JBB 10/21/2009 Multiple conversations with Nicole Matteo re status of 0.50 settlement/allocation between estate and individuals, estate administration documents and information. .. ~,~~ .. • . • .. . ,~ . f f F ~ ~ h ~; : ~ SWC , . w ~ :.~¢ .~_; 10/26/2009 Review file with George M. Riter, Esquire and Jean Bond Brown re 0.20 status of petition and letter to Department of Public Welfare . 9. LL , .~ - - ... . .~' ~U` ~~ JBB 10/26/2009 Correspondence with Nicole Matteo re status; Intraoffice conference ,~ ~; 0.40 with George M. Riter, Esquire and paralegal re trust approval process. MR ,. ,, R ~ E F x _ ~ 10/27/2009 Intraoffice conference with Jean Bond Brown and paralegal on ,. 0.30 approval of Trust by DPW and Petition to approve Trust and continue. , SWC 10/29/2009 Preparation of letter to DPW, Review File, Pre aration of Petition to P 1.60 accept Trust, Conference with Jean Bond Brown JBB 10/29/2009 Correspondence with Trustee requesting fee schedule; Receipt and 0.30 review of Correspondence from Trustee in return; Receipt and review of fee schedule. .~ .~A .. .. GMR 10/30/2009 Intraoffice conference with paralegal re: update on certain aspects of 0.20 estate that have been done such as an initial inheritance tax return. ec~.. ~. ,..> ay,,, ,s~~~ ~ x~ .. ~ ~ ~ #r~~? fp o~ s. ' Or'~ ~. ~ 1~ 70.00 ~ f .. .. ~ 3 SWC 11/06/2009 Finalize Petition 0.70 IR ;gib}i°02009' « °'~'~ °7.20 0`20' 355..00 _~ ~ 71.00• GMR . ~ ~ ~.~ 11/09/2009 Review and Revisions to Correspondence to Mark Newell of DPW to 0.20 approve Trust; Review and Revisions to Petition to Court. S~4t~ ~1~1/1OI2409 • °i~ ~° 120~~ 1.20 ~' ~° 170:4C"k `~ ~ y.. , g. . u ~ ~ , ~~F~~w ^ SWC 11 / 10/2009 Conference with Jean Bond Brown ,Correspondence with 1.20 Department of Public Welfare 3~, ~ .9. .x=v~~F, , x z ~¢ ~ EIS ~, ~ 1 J d` GMR 11/12/2009 Intraoffice conference with paralegal and review of Draft Petition. a aa~,.,. 0.20 17081 Koelsch, John: Special Needs T Invoice# 88138 Page 4 m a IXfY.•.• ~~ ~1~~ k%~::.. wan~ea.,~ .~, ...gt.. ~ .. C ~'9Yt.:i S .a~ „~ ~ < '~~W It ~ ' f rif Q r@ - c ~ ; , ~a ~~ ~ l :)r. .. l_ w V O.za S ~ ~ i . . . tt .. . SRC .. .L. It ~.w .w . SWC 11/13/2009 Review status with George M. Riter, Esquire , ~A4 ~ : fA 3., A~i .JAS G 0.30 . :~ .. ~' ~ ~ ~ 25/~ ~~ ~ ~ ~~ , 10 SWC 11/25/2009 Telephone conference with Richard and George M. Riter, Esquire 0.30 concerning distribution of checks. _. ~.. ~, .: y .~ S' ~ 25l?~ ~" ~.~ - ~~ 2 ~ ' ~ ~ ~ , ,. ,.~ ~ .. .. SWC 11/25/2009 Telephone conference with Richard concerning percentage of money 0.20 that will be distributed SWC 11/25/2009 Receipt and review email from Richard Kelley regarding breakdown 0.30 of special needs and estate monies ...~~~J3009 , ~ ~ ~~~' ~ 0 ~.. ~, ~ ~.. ` _ GMR 11/30/2009 Intraoffice conference with paralegal re: receipt of funds from trial 0.10 counsel and payment of certain bills. Expenses through 11/30/2009 IO/27/2009 FEDERAL EXPRESS CORP.; Federal Express Package from Ft, 28.53 Washington, PA to Duncannon, PA 10/1/2009 10/27/2009 FEDERAL EXPRESS CORP.; Federal Express Package from Ft. 13.72 Washington, PA 10/6/2009 Billing Summary Total professional services Total expenses incurred Total of new charges for this invoice Total balance now due $42.25 $4,611.00 $42.25 $4,653.25 $4,653.25 . ~ ~ ~ ~ . . ~ Living Trust • Asset Management • Payment of Bills • Funire Distribution of Property Testamentary Trust s • Initiated After Death • Directed by Terms of Your Will i Power-Of-Attorney • Management of Financial Affairs ~~ i Annual fees for these services are as follows: Principal -annual rate charged on market value '. 1.20% on first $1,000,000; .65% on next 1,000,000 .40% on next 3,000,000 ~~i°~ n~inr C AAA nnn ~. ,~ *~ 1 w l~o~~~ ox ~~p A i i o r n e y s a i L a w Thomas J. Timoney Mark E. Weand, Jr. Michael O'Hara Peale, Jr.t Charles J. Weiss James M. Jacquette Herman J. Weinrich" John J. McAneney"t# George M. Ritert Scott H. Wolpert" Richard L. Caplan Catherine M. Harper David S. Reno Joseph T. Thiroway Mark F. Walmer Ann Thornburg Weiss Karen Schecter Dayno"t Thomas A. Boulden Carol A. Crisci Jean Bond Brown Kevin P. Schmidt" Joshua S. Ganz• Of Counsel John P. Knox John V. Hasson Edward T. Egan+ Member ~U Bar +rMember NY, D.C. Bars +Member MD, D.C. Bars February 12, 2010 400 Maryland Drive P.O. Box 7544 Fort Washington, PA 19034-7544 www.timoneyknox.com E-mail: griterC~timoneyknox.com Telephone: 215-646-6000 Facsimile: 21 5-646-0379 Direct Dial No.: 21 5.540.2632 Direct Facsimile No.: 21 5.591.8252 VIA CERTIFIED MAIL, RETURN RECEIPT REQUESTED AND REGULAR MAIL Lisa B. Dees, Assistant Counsel Commonwealth of Pennsylvania Office of General Counsel Department of Public Welfare 3rd Floor West; Health and Welfare Bldg 7th & Forster Streets Harrisburg, PA 17120 RE: Special Needs Trust for the Benefit of John William Koelsch, A Minor Dear Ms. Dees: I enclose a copy of a Petition for Approval of Trust and Expenditure of Principal t LLMTa$aCPA for the Special Needs Trust fbo John William Koelsch, which will be filed in Cumberland County Within 20 days of the date of this letter, kindly provide me with a letter indicating DPW's objection, if any or that DPW has no objections to the Petition, or a letter indicating that DPW is waiving its notice period. If we have not received your objections or a letter within the specified time, the Court may assume that you have no objections to the Petition and may proceed to act on it. Thank you for your attention and cooperation. MOUNT CARMEL OFFICE 122 North Oak Street Mount Carmel, PA 1 7851 Telephone: 570-339-4589 LANCASTER OFFICE 132 E. Chestnut Street Lancaster, PA 1 7602 Telephone: 717- 393-1400 Facsimile: 717- 393-8565 ~ incerely, ,~ , George M. Riter GMR/sc Enclosure Cc: John F. Koelsch 276199 _ 1