Loading...
HomeMy WebLinkAbout03-25-10 ~C~ ~~ .: ~ ~ ~T t ~ i 's ~~;~ l-~ ~\ ~i ~i U NI i LL O r. W ~ Q ~ ~ OIf r ~ a ~ z ~--- ~~~~~ M ~-_ ~- N ~- •..~ ~- ~~ ~~ o w~ J ._._l VJ Q cG Q ~~ Z Q f- F-- [_L_J ....J y +~i +~ N N N Q ~'. b~A C y v x w w 0 N O 0 c~ N v .~ v v v C Q ~_ L.L V H O ~ M y A C' O ~ ~ ~-1 ~ 3 O ~ ob~°~' W r-~I ,"~ r~l H H O W H 4J V dd~ ~ V O V C~~ C o~ LOVETT BOOKMAN HARMON MARKS LLP Attorneys at Law March 22, 2010 Register of Wills Office Cumberland County Nancy L. Ride (412) 392-2512 nride@lbhmlaw.com One Courthouse Square Carlisle PA 17013 =a ,,; s t` ~ x.. ._ . 7'~, /. I RE: Estate of Harriet June Piontkowski ~"~= ~' ~`' ~ :~ Y' SSN: 190-24-5867 ~~.=-~~-;;--~ ~.., _._, File No. 21-08-0834 ::.:~ ~ _~ ~ .~ ~ '. Date of Death: July 25, 2008 : --c, ~ :.~ ~ ~~~~ ~= , Dear Register: vn .., { Enclosed is a check in the amount of $15.00 in payment of the filing fee for the Pennsylvania Inheritance Tax for the Estate of Harriet June Piontkowski. The return was mailed to you last week and I believe you are holding it pending receipt of this check. Thank you for notifying me. Sincerely, LOVETT BOOKMAN HARMON MARKS LLP ~:: By .~-' Nanc 'de Senior Paralegal NLR:mek Enclosures {00079206;3 Fifth Avenue Place, Suite 2900, 120 Fifth Avenue, Pittsburgh, P-A l 5222 3/22/2010;14:42 }00079206;2 3/22/2010 2:44 PM Office (412.) 392-2220, Fax (412) 392-2221 wwwlbhmlaw.com a REV-1500 Ex cos-o5) PA Department of Revenue Bureau of Individual Taxes PO BOX 280601 Harrisburg, PA 17128-0601 15056041158 INHERITANCE TAX RETURN RESIDENT DECEDENT OFFICIAL USE ONLY County Code Year File Number 21 08 0834 ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death 07252008 Decedent's Last Name PIONTKOWSKI Suffix Date of Birth 06301931 Decedent's First Name M I HARRIET JUNE (If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Spouse's Social Security Number FILL IN APPROPRIATE BOXES BELOW 1. Original Return ^ 4. Limited Estate 6. Decedent Died Testate (Attach Copy of Will) ^ 9. Litigation Proceeds Received Spouse's First Name M I THIS RETURN MUST BE FILED IN DUPLICATE WITH THE REGISTER OF WILLS ^ 2. Supplemental Return ^ 4a. Future Interest Compromise (date of death after 12-12-82) 7. Decedent Maintained a Living Trust (Attach Copy of Trust) ^ 10. Spousal Poverty Credit (date of death between 12-31-91 and 1-1-95) ^ 3. Remainder Return (date of death prior to 12-13-82) ^ 5. Federal Estate Tax Return Required fl..- 8. Total Number of Safe Deposit Boxes ^ 11. Election to tax under Sec. 9113(A) (Attach Sch. O) CORRESPONDENT - THIS SECTION MUST BE COMPLETED. ALL CORRESPONDENCE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number r~ NANCY L• RIDE, PARALEGAL 412-392-2~ a Firm Name (If Applicable) ~ ~ ~ REGISTER CjF , E O LOVETT BOOKMAN HARMON MARKS LLP -~-~=~~ ~ _ c~ a ~:; First line of address `~--'' ~ %• ~ y,. 120 FIFTH AVENUE, SUITE 2900 ~~~=` _.~ --I .. Second line of address ;~- ---~ v City or Post Office State ZIP Code ~ DATE FILED PITTSBURGH PA 15222 Correspondent's e-mail address: N R I D E a~ L B H M L A W• C O M I.~ ~x: ~, ~ ~ ;~ :-~ ~,. +..: -- r-r-- t `~,~ Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct and complete. Declaration of preparer other than the personal repres based on all information of which preparer has any knowledge. PLEASE USE ORIGINAL FORM ONLY Side 1 15056041158 6M46473.000 15056041158 Estate of Harriet June Piontkowski 190-24-5867 Executors (Page 1) Name Frank J. Kelly Address 719 Seth Drive Cranberry Township, PA 16066- Tax ID 169-42-2951 Name Dorothy J. Martin Address 509 Francis Drive Mechanicsburg, PA 17050- Tax ID 174-44-1370 • • 15056042159 REV-1500 EX Decedent's Social Security Number Decedents Name~IONTKOWSKI HARRIET JUNE RECAPITULATION 1. Real estate (Schedule A) 1 • 0 • 0 0 2. Stocks and Bonds (Schedule B) . 2. 2 5 0 3 ? 0.0 0 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) • 3. 0 • 0 0 4. Mortgages & Notes Receivable (Schedule D). 4. 0 • 0 0 5. Cash, Bank Deposits & Miscellaneous Personal Property (Schedule E) . 5. 7 3 6 7 3.0 0 6. Jointly Owned Property (Schedule F) ~ Separate Billing Requested 6. 4 0 9 0 • ^ 0 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) ~ Separate Billing Requested 7. 16 7 717.0 D 8 Total Gross Assets (total Lines 1-7). 8. 4 9 5 8 5 0.0 0 9. Funeral Expenses & Administrative Costs (Schedule H) . 9. 4 ? 9 5 7.0 0 10. Debts of Decedent, Mortgage Liabilities, & Liens (Schedule I). 10. 2 4 6 5 • 0 0 11. Total Deductions (total Lines 9 & 10) . 11 • 5 0 4 2 2 • 0 0 12. Net Value of Estate (Line 8 minus Line 11) 12. 4 4 5 4 2 8 • O O 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) . 13• 0 . ^ 0 14. Net Value Subject to Tax (Line 12 minus Line 13) 14. 4 4 5 4 2 8.0 0 TAX COMPUTATION -SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate, or transfers under Sec. 9116 (a)(1.2)x.ojL ^ • 00 15. 0.00 16. Amount of Line 14 taxable at linealratex.o~-5 445429.00 16. 20044.00 17. Amount of Line 14 taxable at sibling rate X .12 ^ . 0 0 17. 0 • 0 0 18. Amount of Line 14 taxable at collateral rate X .15 0. 0 0 18• 0. 0 0 19. TAX DUE 19. 20044.00 20. FILL IN THE BOX IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 15056042159 sMasas2.ooo 15056042159 J tEV-1500 EX Page 3 File Plumber ai. nA nAau /V VV MV~~• V -- DECEDENT'S NAME P 0 TKO K HARRI T JUN STREET ADDRESS UM R AN CITY STATE ZIP MF'~Hd-NTCSBLIRG fax Payments and Credits: I . Tax Due (Page 2 Line 19) ?. Credits/Payments A. Spousal Poverty Credit 0 • 0 0 B. Prior Payments 19 4 0 0.0 0 C. Discount 8 9 5.0 0 (1) 20044.00 Toth Credits (A + g + C) (2) 2 0 2 9 5.0 0 Interest/Penalty if applicable D. Interest 0 • 0 0 E. Penalty 0.0 0 Total InteresUPenalty (D + E) (3) 0 • 0 0 If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Fill in box on Page 2, Line 20 to request a refund. (4) 2 51 • 0 0 If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. A. Enter the interest on the tax due. (5) 0.00 (5A) 0.00 B. Enter the total of Line 5 + 5A. This is the BALANCE DUE. (5B) 0 • 0 0 Make Check Payable to: I~G/STEROFW-LLS, AGENT PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: ^ ^ X a. retain the use or income of the property transferred; b. retain the right to designate who shall use the property transferred or its income; ^ ^ c. retain a reversionary interest; or . ^ d. receive the promise for life of either payments, benefits or care? 2. If death occurred after December 12, 1982, did decedent transfer property within one year of death ^ ^ without receiving adequate consideration? . " " ^ or payable upon death bank account or security at his or her death? . in trust for 3. Did decedent own an 4. Did decedent own an Individual Retirement Account, annuity, or other non-probate property which ~ ^ contains a beneficiary designation? THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE R AS PART OF THE RETURN. For dates of death on or after July 1, 1994 and before January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is three (3) percent [72 P.S. §9116 (a) (1.1) (i)]. For dates of death on or after January 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is zero (0) percent [72 P.S. §9116 (a) (1.1) (ii)]. The statute does not exemot a transfer to a surviving spouse from tax, and the statutory requirements for disclosure of assets and filing a tax return are still applicable even if the surviving spouse is the only beneficiary. For dates of death on or after July 1, 2000: The tax rate imposed on the net value of transfers from a deceased child twenty-one years of age or younger at death to or for use of a natural parent, an adoptive parent, or a stepparent of the child is zero (0) percent [72 P.S. §9116(a)(1.2)). The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is four and one-half (4.5) percent, except as noted in 72 P.S.9116(1.2) [72 P.S. §9116(a)(1)). The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is twelve (12) percent [72 P.S. §9116(a)(1.3)). A sibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. 6M4671 1.000 1503 EX + (s-98) )MMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN • SCHED~I~E B STOCKS & BONDS STATE OF FILE NUMBER rriet June Piontkowski 21 08 0834 All property jointly-owned with right of survivorship must be disclosed on Schedule F. VALUE AT DATE ~M IABER DESCRIPl10N OF DEATH 1. LPL Financial Investment account no. 5031-7952 See attached statement of assets 152,220 3,061.431 Shares BNY Mellon Fds Trust PA Intr Municipal M CIISIP: 05569M715 37,594 4 216.185 Shares BNY Mellon Fds Tr Emerging Market M CIISIP: 05569m855 3,859 E 694.073 Shares BNY Mellon Fds Tr International Fund C1 M CIISIP: 05569m871 8,842 5 4,459.514 Shares BNY Mellon Fds Tr 1 Cap Stock C1 M CIISIP: 05569M103 38,352 6 575.747 Shares BNY Mellon Fds Tr Mid Cap Stk M CIISIP: 05569M509 6,379 7 278.439 Shares BNY Mellon Fds Tr SML Cap STk M CIISIP: 05569M806 3,124 nrasss i.ooo TOTAL (Also enter on line 2, Recapitulation) I $ (If more space is needed, insert additional sheets of the same size) 250,370 • Estate Valuation Date of Death: 07/25/2008 Valuation Date: 07/25/2008 Processing Date: 03/14/2010 Shares Security High/Ask Low/Bid • Estate of: Harriet June Piontkowski Account: LPL Financial Report Type: Date of Death Number of Securities: 16 File ID: piontkowski LPL Mean aad/or Div aad Iat Security Adjustments Accruals Value 1) 210 VANGUARD WORLD FD5 (9ZLU4A5U4; VriT) HEALTH CAR ETF NYSE Arca Equities Exchange 07/25/2008 56.19000 55.82000 H/L 56.005000 2) 275.168 AMERICAN BEACON FDS (02368A638; AVFIX) SM CP VAL INST Mutual Fuad (as quoted by NASDAQ) 07/25/2008 16.58000 Mkt 16.580000 3) 194.685 ARTISAN FDS INC (04314H303; ARTMX) MID CAP FD Mutual Fund (as quoted by NASDAQ) 07/25/2008 26.88000 Mkt 26.880000 4) 959.857 DODGE & COX INCOME FD (256210105; DODIX) COM Mutual Fund (as quoted by NASDAQ) 07/25/2008 12.13000 Mkt 12.130000 5) 208.916 DWS VALUE SER INC (23338F838; KDHIX) DREMHIRTNE INS Mutual Fuad (as quoted by NASDAQ) 07/25/2008 35.23000 Mkt 35.230000 6) 372.559 GROWTH FD AMER INC (399874403; GFAFX) CL F-1 Mutual Fund (as quoted by NASDAQ) 07/25/2008 30.27000 Mkt 30.270000 7) 322.985 HARBOR FD (411511504; HACAX) CAP APPR INSTL Mutual Fund (as quoted by NASDAQ) 07/25/2008 33.35000 Mkt 33.350000 8) 283.688 LAZARD FDS INC {52106N889) EMERG MKT INST Mutual Fund (as quoted by NASDAQ) 07/25/2008 21.80000 Mkt 21.800000 9) 294.555 LOOMIS SAYLES FDS I (543487607; LSBDX) BD FD INSTL CL Mutual Fund (as quoted by NASDAQ) 07/25/2008 13.66000 Mkt 13.660000 10) 660.594 MASTERS SELECT FDS (576417208; MSILX) INTL FD Mutual Fund (as quoted by NASDAQ) 07/25/2008 15.78000 Mkt 15.780000 11) 1914.258 PIMCO FDS PAC INVT MGMT SER (693390304; PTLDX) LOW DURATION Mutual Fund (as quoted by NASDAQ) 07/25/2008 9.93000 Mkt 9.930000 12) 1989.568 PIMCO FDS PAC INVT MGMT SER (693390700; PTTRX) TOTAL RETRN PT Mutual Fund (as quoted by NASDAQ) 07/25/2008 10.52000 Mkt 11,761.05 4,562.29 5,233.13 11,643.07 7,360.11 11,277.36 10,771.55 6,184.40 4,023.62 10,424.17 19,008.58 10.520000 20,930.26 Page 1 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818} 313-6300 or www.evpsys.com. (Revision 7.1.0) • • Estate Valuation Date of Death: 07/25/2008 8state of: Harriet June Piontkowski Valuation Date: 07/25/2008 Account: LPL Financial Processing Date: 03/14/2010 Report Type: Date of Death Number of Securities: 16 File ID: piontkowski LPL Shares Security Mean and/or Div and Int Security oz Par Description High/Ask Low/Bid Adjustments Accruals Value 13) 1100.414 PIMCO FDS (PLMIX) DEV LCLMKT INS Mutual Fund (as quoted by NASDAQ) 07/25/2008 14) 4.061 ROWS T PRICE INTL FDS INC (77956H104; RPIBX) INTL BD FD Mutual Fund (as quoted by NASDAQ) 07/25/2008 15) 203.309 SELECTED AMERN SHS INC (816221105; SLASX) CL S Mutual Fund (as quoted by NASDAQ) 07/25/2008 16) 8456.12 Cash (CASH) Total Value: Total Accrual: Total: $152,219.60 11.15000 Mkt 11.150000 10.25000 Mkt 10.250000 40.69000 Mkt 40.690000 12,269.62 41.63 8,272.64 8,456.12 $152,219.60 $0.00 Page 2 This report was produced with EstateVal, a product of Estate Valuations & Pricing Systems, Inc. If you have questions, please contact EVP Systems at (818} 313-6300 or www.evpsys.com. (Revision 7.1.0) • 1508 EX + (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN occinc~rr nG(`FfIFNIT SCHEDULE E CASH, BANK DEPOSITS, & MISC. PERSONAL PROPERTY • --- FILE NUMBER STATE OF ;arriet June Piontkowski 21080834 Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly-0wned with the right of survivorship must be disclosed on Schedule F. TEM 'AMBER 1 Household goods and personal effects (Decedent lived with her daughter and one room was furnished with her personal possessions.) 2 Jewelry, per appraisal by James T. Kramer attached 3 Citizens Bank Checking Account No. 610060-485-3 4 Pa Department of Revenue Refund of overpayment of 2008 income tax liability 5 Internal Revenue Service Refund of overpayment of 2008 individual income tax liability 6 BNY Mellon IMA Account - cash balance ;W46AD 1.000 TOTAL (Also enter on line 5, Recapi' (If more space is needed, insert additional sheets of the same size) VALUE AT DATE OF DEATH 750 326 61,899 951 6,240 3,507 73,673 • • o~ ~ +,r ~. ~~ B~cvck v,~ Cei~ ~~'I} ~~~~ 1~ T4-'Gt~~ ~ I!~Y C~CJ~E~. 'his t~s io ~ tb~ I in tt~ j~'elr3' bra ~p~g ~~ '~„~~''~'Y- preaus sees' of , ~ ,~~>fi r at! dGS~:c~~s: :Y ~ 1i~t~•~f 3t# ~~~~r:a-iti ~riit'li~, ttt~ ~r,~ ~c,°r~' t ~~rr~i#h e:ef#ifcF ttt:tt i ~a.t1~~ itta~ tit+, ;`~s~•~~(t~#~~ t'c:tr$+ir~t~t.l t1t~ ~`~.;lt~;-iwi~a~+ ~ ~ ~' ;~~` ~~*''` r,. ~~r ._ti ~~T~ x ~.?„~, i'f•~1!~.~4"}~1~~:!°~+.'~t. ~ti ~. ~~3 ~~ (~! t. t=~~#~_~~ {xi.}I_t.t ~`~~1f`~: tti~) i~~'~'4 ~~~"~" ~t~''~.~~i~7'Et "~~~~![~1~~. ~'~r .tom t;3~., .~ _, 1 MKT Gt31d ~g with CZ I~~arqulse ~~r1---1.~ ~~J"I' $ ~ ~.~Q ~: ,. ' ~~.4k#~ r=: ;,~,. - i -'K~= :r;.'i 1 Q ~.'~" ~d U~;tv~. l~atxonal ~~ C~arr~ (~~;~ ~3 n~ti ~old~ ;, ~ .~ ~_2 F4~ ~ i, { -; T '+ _ `,'+ .r t- Ef ~ ,: ~ rr ` t~ $ l $~~,F~ jay }~ M~, ~!` ~ i ~~~~ ~~5 !:, ~+ v ` ~! 1~'1`T itfi~~~."„~„d}~~11~ =~t~7~~~'Gti`?iit ~". €il;i~.' Si 1~t0 ~$4~; i'.~?<: 1 !iid~~i€~i~ ~€~i4° 1~~ .~,~}~e! i.`s~`!~f' :~~~~1;:!?S°~ ~'d<6 Fatliili4~~ l~ ~~C~j 7~~, 4't'k~~{~'~ ~if :1i1~ <~C~Lii°': ~.~il: t~s:$ ~ `, ~.. s ;z .s#, ~ 5~ ~~11 :t;p~ii ~PE'~:.iF ' /x ~...,~ ~O ___ .~~ F~" ~'i ~y ~;' }"' _ ;.~. v .. ez tit::.. ~+.' ~ a ~. I .~'_: ~. ~: ~• m ~, a =j f ~. rr t a. ~'~ rv. .. ryr r .~ __. ~ ..~ /' `Y • • it~t'e~xtth ('~~°tat"~a Cti~t i Et;t~.r. ihtq: rit}' ~~sreftttt~' ~X;azt-trt~r~ th€~ ~`~a~l„~c~ii~ C4C~.~i stCi=! :`s~~,'~s~?~=~cl ~rt~~ir~, #~; ~~r;;{~i:rCv ~J ~~ ~t~f1t~ :1~'E'Ft ~t'~ ~I. 1`~ ~3~~~~E~ ~ tt:~~~~~I~ ~;{`-t,.) ~"kIt"~~ .1,~~,} ~~'~1 Pt ~~`,+~~`l~t~. ~I~t~ti.'4'~'t<:~#, t._~3 ~'~'~" .'~~ t')T' I4~T mid (Jliuer ugh ~chcx~l Mass ~g --3.~1~ I)~T" l 8KT ~Jedd~g Rig ~ ~2 Piece) - ~.~~ 1 I4KT Cold Ring ~~ CZ Center 1.5?5 ~" 10KT Geld ling featuring cultured ~~ and 2 fancy cut ;Blue- ta~paz 2..34 DVJ'T J 14KT Ring with g+~ui' ~~~ commercia] gra-d+ 3.355 DVVT F~tin ~ia~r~and Band - 1/4C'T diamond - 1.64 DST' $35.4 $x'3.40 X23.63 X23.44 ~Sf1.32 $30.Q0 1 #~ I~.T Gc~.idlP"eusis {ens i mi~sir~g~ - 13 T~'T ~ 13.4} 14I~T C~c~1d R":ing v~l 3 rcx~es--.02CT1.13 Dom' ~.I6.35 ~ ttE< ,':Yi",,,r,Qa'.t!}~,a„ ;~~;~"It'~£ia~,~ !~; 41~l~~t tt F~~~ ~~t~ iidJ"iC~C.'f'-•: fti:~tfi<: s~i.i: ?±~€.' , .~;~~i„ i#'~, ztyti±i[i«~ ~; )?,: t!:#~'?~~~'~~ ~4 Bf~"e 'S ;2f.'i'~ ~~? s ,ltd!€tix fi`:t{;';~`i E;,,. ~~:~1!'~i ^?z $#.c 1si ~ s'~~ fikt1~ i~ ~~,. f< n~ ~-rtwf~ ;~ z r~ 'i , ;:~ ~~ ~i F ., .. ... _........ -_ k~ - t :~_ ._ '~ r .. ~s~~a-~~",, ,gip- i r r a ~~ #. F ~` .. i `Y~" f +~ J ;.F 1.; ~~~ -~ .~:- - ',~ r, ~ ~~ ;, • -tsos ~c+ (s-sa) COflMIONWEALTH OF PENNSYLVANIA INI-If32fTANCE TAX RETURN SCHEDULE F JOINTLY-OWNED PROPERTY t SATE OF FILE NUMBER ~rriet June Piontkowski 21080834 If an asset was made joint within one year of the decedent's date of death, it must be reported on Schedule G. SURV N NdG JOINT TENANT(S) NAME .Dorothy J. Martin INTLY-OWNED PROPERTY: ADDRESS 509 Francis Drive Mechanicsburg, PA 15070 RELATIONSHIP TO DECEDBYT Daughter ~~ JNB62 LETTER FOR JOIN TENANT DATE MADE JOINT DESCRIPTION OF PROPERTY INCLUDE NAME OF FINANCIAL INSTITUTION AND BANK ACCOUNT NUMBER OR SIMILAR IDENTIFYING NUMBER. ATTACH OEED FOR JOINTLY-HELD REAL ESTATE. Dp~TE OF DEATH VALUE OF ASSET °~ OF DE(X7S WTEZEST QATE OF DEATH VALUE OF DECEDBJT'S ~lTEREST 1 A 6/15/1996 Members First Credit Union Checking Account No. 159442 5,332 50.0000 2,666 2 6/15/1996 Members First Credit Union Savings Account No. 159442-11 2,847 50.0000 1,424 T TAL (Also enter on line 6 Recapitulation) ~$ 4, v y u (tf more space is needed, insert additional sheets of the same size) • • '-1510 EX + (6.98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT TATE OF FILE NUMBER arriet June Piontkowski 21 080834 This schedule must be completed and filed if the answer to any of questions 1 through 4 on the reverse side of the REV-1500 COVER SHEET is yes. DESCRIP710N OF PROPERTY EXCLUSION TAXABLE fEM ~~ TFE NAME of THE TRANSFEREE, THEIR RELATIONSHIP TO DECEDENr AND DATE OF DEATH % OF DECD'S MBE THE DATE of Twv~sFEft. ATTACHACDP'Y OF THE DEED FOR REAL ESTATE. VALUE OF ASSET INTEREST IF APPLIt;ABLE VALUE 1• The Hartford Annuity Contract No. 213359 Beneficiaries: Dorothy J. Martin and Frank J. Relly 9,283 100.0000 0 9,283 2 IRA Account, Linsco Private Ledger Corp. Beneficiaries: Dorothy J. Martin and Frank J. Relly 3 Gift to Dorothy J. Martin of automobile in June, 2008 - 1998 Buick Regal LS Sedan valued per Relly Blue Book JV46AF 1.000 SCHEQtJLE G INTER VI\lOS TRANSFERS & MISC. NON-PROBATE PROPERTY 158, 434100.0000 ~ 0 2,965 100.0000 ~ 2,965 TOTAL (Also enter on line 7, Recapitulation) I $ (If more space is needed, insert additional sheets of the same size) 158,434 0 167,717 V-1511 EX + (10-06) SCHEDULE H FUNERAL EXPENSES & COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN ADMINISTRAT{VE COSTS RESIDENT DECEDENT FILE NUMBER iTATE OF tarriet une Piontkowski 21080834 Debts of decedent must be reported on Schedule 1. ITEM AMOUNT NUMBER DESCRIPTION A. FUNERAL EXPENSES: ~ Simons Funeral Home Funeral Expenses 12,804 B. 1. 2. 3. 4. 5. 6. 7. Total from continuation schedules I 2,620 ADMINISTRATNE COSTS: Personal Representative's Commissions Name of Personal Representative(s) Street Address City Year(s) Commission Paid: Attorney Fees 2 8, 0 0 0 Family Exemption: (If decedent's address is not the same as claimant's, attach explanation) 3 , 5 0 0 Claimant Dorothy J Martin __ Street Address 509 Francis Drive City Mechanicsburg State PA Zip 17050 Relationship of Claimant to Decedent DAIIGHTER Probate Fees 4 3 0 Accountant's Fees Tax Return Preparer's Fees 1 Cumberland Law Journal Advertising 2 The Patriot News Advertising Total from continuation schedules . TOTAL (Also enter on line 9, Recapitulation) ~ $ 7W46AG 1.000 (If more space is needed, insert additional sheets of the same size) State Zip 75 178 350 47,957 Estate of: Harriet June Piontkowski Schedule H Part 1 (Page 2) Item No. Description 2 Reimbursements to family for Cemetary charges, programs, flowers and wake following service • 21 08 0834 Amount 2,620 Total (Carry forward to main schedule) 2,620 • Estate of: Harriet June Piontkowski Schedule H Part 7 (Page 2) 3 Dorothy J. Martin, reimbursement for postage, parking and other out of pocket expenses; travel to Pittsburgh for estate administration meeting • 21 08 0834 350 Total (Carry forward to main schedule) 350 .V-1512 EX + (12-08) pennsylvania DEPARTMENTOF REVENUE INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF FILE NUMBER '~arriet-June Piontkowski 21 08 0834 Report debts incurred by the decedent prior to death that remained unpaid at the date of death, including unreimbursed medical expenses. SCHEDULEI DEBTS OF DECEDENT, MORTGAGE LIABILITIES & LIENS swasAH 2.00o If more space is needed, insert additional sheets of the same size. • • .V-1513 EX+ (11-08) S~i~Et~~1 LE J Pennsylvania oEFARTn,IENrOF REVENUE BENEF~GiAR1ES INHERITANCE TAX RETURN RESIDENT DECEDENT STATE OF FILE NUMBER [artist June Piontkowski 21080834 RELATIONSHIP TO DECEDENT AMOUNT OR SHARE NUMBER NAME AND ADDRESS OF PERSON(S) RECENING PROPERTY Do Not List Trustee(s) OF ESTATE TAXABLE DISTRIBUTIONS [include outright spousal distributions, and transfers under Sec. 2116 (a) (1.2).] 1. Arisl Kaufmann Trust Dorothy J. Martin, Trustee 509 Francis Avenue Mechanicsburg, PA 17050 Per First Amendment to Declara- tion of Trust - Balance to complete funding of trust for great-grandchild Trust 44,000 _....._.....,., , „" ,,...,~ ~.~,-~ ~r,o nic~roiol mn~lc cunln~nl ennvG nn! I wFS ~~, THRnt IGH 1R C)F REV-1500 COVER SHEET. AS APPROPRIATE. 8 W 46AI 2.000 It more space IS neeaea, Insert aaalilOrldl SllCelS UI UIC Sii111C JIGC. • t Estate of: Harriet June Piontkowski Schedule J Part 1 (Page 2) Item No. Description Relation 2 Dorothy J. Martin 509 Francis Drive Mechanicsburg, PA 17050 Household goods and personal effects (Decedent lived with her daughter and one room was furnished with her personal possessions.) Inventory Value: 375 IRA Account, Linsco Private Ledger Corp. Beneficiaries: Dorothy J. Martin and Frank J. Kelly Inventory Value: 79,217 Jewelry, per appraisal by James T. Kramer attached Inventory Value: 187.50 Members First Credit IInion Checking Account No. 159442 Inventory Value: 1,333 The Hartford Annuity Contract No. 213359 Beneficiaries: Dorothy J. Martin and Frank J. Kelly Inventory Value: 4,642 Members First Credit IInion Savings Account No. 159442-11 Inventory Value: 712 Daughter 21 08 0834 Amount 86,779 r ~ Estate of: Harriet June Piontkowski Schedule J Part 1 (Page 3) Item No. Description 3 Frank J. Kelly 719 Seth Drive Cranberry Township, PA 16066 Household goods and personal effects (Decedent lived with her daughter and one room was furnished with her personal possessions.) Inventory Value: 375 IRA Account, Linsco Private Ledger Corp. Beneficiaries: Dorothy J. Martin and Frank J. Kelly Inventory Value: 79,217 Jewelry, per appraisal by James T. Kramer attached Inventory Value: 187.50 • 21 08 0834 Relation Amount The Hartford Annuity Contract No. 213359 Beneficiaries: Dorothy J. Martin and Frank J. Kelly Inventory Value: 4,642 Son 84,734 4 Dorothy J. Martin Separate Trust BNY Mellon Bank & D.J. Martin, Trustees Pittsburgh, PA 15219 50~ of Residue to Dorothy J. Martin Separate Trust: 114,958 Trust 114,958 5 Frank J. Kelly Separate Trust 50~ of Residue to Frank J. Kelly Separate Trust: 114,958 Trust 114,958 EV-1647 EX+ (&00) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT • • SCHEDULE M FUTURE INTEREST COMPROMfSE Check Box 4a on Rev-1500 Cover Sheet) STATE OF FILE NUMBER iarriet June Piontkowski 21080834 This schedule is appropriate only for estates of decedents dying after December 12, 1982. This schedule is to be used for all future interests where the rate of tax which will be applicable when the future interest vests in possession and enjoyment cannot be established with certainty. Indicate below the type of instrument which created the future interest and attach a copy to the tax return. Will X^ Trust ^ Other I NAME OF BENEFICIARY I RELATIONSHIP ~ DATE OF BIRTH I NEARE~ BIRTHDAY I 1. 2. 3. 4. 5. For decendents dying on or after July 1, 1994, if a surviving spouse exercised or intends to exercise a right of withdrawal within 9 months of the decedent's death, check the appropriate block and attach a copy of the document in which the surviving spouse exercises such withdrawal right. ~ ~ Unlimited Explanation of Compromise Offer: ht of withdrawal Three trusts are the beneficiaries per bequests made under the Decedent's Revocable Trust: 1. Arielle Kaufman Trust u/a/d 10/8/2004 ($44,000)for the benefit of decedent's minor granddaughter. The trust continues until Arielle attains the age of 40 at which time she may withdraw the balance remaining. At her death the balance will be distributed in accordance with her general testamentary power of appointment, or if not exercised, it is payable to Arielle's issue, or if none, to her mother if living, then to her mother's issue or if none, to the decedent's issue. It is highly unlikely that she will die prior to attaining the age of 40 and, if she does, that no issue of the decedent will survive her. 2 and 3. Dorothy J. Martin Separate Trust and Frank J. Kelly Separate Trust (each received 1/2 of residue of $114,958). IV Summary of Compromise Offer: 1. Amount of Future Interest $ 2. Value of Line 1 exempt from tax as amount passing to charities, etc. (also include as part of total shown on Line 13 of Cover Sheet) , $ 3. Value of Line 1 passing to Spouse at appropriate tax rate Check One fL~l 6%, IUI 3%, ~I-JI 0% , $ (also include as part of total shown on Line 15 of Cover Sheet) 4. Value of Line 1 taxable at lineal rate Check one ^6% ^4.5%,$ (also include as part of total shown on Line 16 of Cover Sheet) 5. Value of Line 1 taxable at sibling rate (12%) (also include as part of total shown on Line 17 of Cover Sheet) , _ $ 6. Value of Line 1 taxable at collateral rate (15%) (also include as part of total shown on Line 18 of Cover Sheet) . $ 7. Total value of Future Interest (sum of Lines 2 thru 6 must equal Line 1) 0 273,916 0 0 . $ 273,916 273,916 Limited right of withdrawal (If more space is needed, insert additional sheets of the same size) SW 46AN 1.000 • Estate of: Harriet June Piontkowski Schedule M Part 3 (Page 2) • All income of each trust is payable to the primary beneficiary and principal may be distributed at the discretion of the Independent Trustee. The primary beneficiary may withdraw the principal in increments over a period of 20 years. If the primary beneficiary dies before the trust is exhausted, the trust will continue for his/her spouse and, upon such spouse's death or remarraige, terminate in favor of the primary beneficiary's issue, or if none, the decedent's issue. If distribution is made following the chidren's death to issue who have not attained the age of 45, the trustee may create Separate Funds over which such beneficiary would have a limited testamentary power of appointment. If no issue of the decedent are then living, the trust estate will be distributed to intestate heirs of the decedent. Dorothy (age 56) is married and has 2 adult children (age 26 and 28), each of whom has one child. It is likely that one or both will have additional children. Frank (age 54) is married and has no issue. It is likely that Dorothy and Frank will both live 20 years and, considering that each trust will be funded with about $114,000, that they will withdraw the balance of the trust during their lifetimes. If one or both should die within that time, it is highly unlikely that the entire family line will not survive for 20 years. All of the possible beneficiaries are issue or spouses of children and thus taxed at the lineal rate. There are four descendants of Dorothy Martin now living and it is most likely that one or more of such issue will survive the primary beneficiaries. The only circumstance in which the property passes to other than individuals taxed at 4.5~ is if the entire family line does not survive and the property is paid to the decedent's intestate heirs. The Executors propose that the entire trust estates should be taxed at the lineal rate. 21 08 0834 Compromise: All taxed at 4.5~. • • COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES PO Box 280601 HARRISBURG, PA 17128-0601 Telephone May 22, 2009 STEPHEN P PASCHALL ESQUIRE LOVETT BOOKMAN HARMON MARKS LLP FIFTH AVENUE PLACE SUITE 2900 120 FIFTH AVENUE PITTSBURGH PA 15222 717 783-6893 Fax 717 772-0412 Re: Estate of Harriet J. Piontkowski File Number 21 08-0834 Dear Attorney Paschall: This is in response to your letter of April 24, 2009 concerning the inheritance tax return due in the above referenced estate. Since it is apparent that you will be unable to file a tax return in the near future, the estate record will be placed in an informal hold status for an additional period of six (6) months so that the department will initiate no enforcement activity. At the end of that period we would ask that you contact us to provide an updated status for our file. The return may be filed at any time during the informal hold period. Kindly note that this action will avoid the imposition of a penalty for failure to make a timely return. However, it does not prevent interest from accruing on any tax remaining unpaid after the delinquent date. Thank you for your cooperation, and, if I may be of any further assistance, please feel free to contact my office: incerely, Laurel Fulmer Supervisor Inheritance Tax Division REV-1162 EX(11-96) COMMONWEALTH OF PENNSYLVANIA • DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT. 280601 HARRISBURG, PA 1 7 1 28-0601 PENNSYLVANIA CEIVED FROM: INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT N O. C D 01 1 16 6 MARTIN DOROTHY J 509 FRANCIS DRIVE MECHANICSBURG, PA 17050 ACN ASSESSMENT AMOUNT CONTROL NUMBER fc!d ESTATE INFORMATION: ssN: 190-24-5867 FILE NUMBER: 2108-0834 DECEDENT NAME: PIONTKOWSKI HARRIET JUNE DATE OF PAYMENT: 04/27/2009 POSTMARK DATE: 04/24/2009 COUNTY: CUMBERLAND DATE OF DEATH: 07/25/2008 REMARKS: RECEIPT TO ATTY SEAL CHECK# 1019 101 ~ $ 2, 400.00 TOTAL AMOUNT PAID: INITIALS: WZ RECEIVED BY: $ 2, 400.00 GLENDA EARNER STRASBAUGH REGISTER OF WILLS TAXPAYER • • WILL OF HARRIET JUNE PIONTKOWSKI I, HARRIET JUNE PIONTKOWSKI, of Cumberland County, Pennsylvania, make this my Will, hereby revoking any and all wills and codicils heretofore made by me. TDTT(-'T.~' T Payment of Debts I direct that my debts and the expenses of my last illness and funeral be paid out of my estate as soon as may be convenient after my death. ARTICLE II Tangible Personal Property; Identification and Exercise of Power of Appointment (A) I direct my Executors to distribute my tangible personal property, together with any policies of insurance thereon, in accordance with a writing (if any) signed by me, which writing may be made and changed from time to time by me after the execution of this Will. I bequeath so much of such property not effectively disposed of by me by the terms of such writing, together with any policies of insurance thereon, to my children, FRANK J. KELLY and DOROTHY J. MARTIN, .who survive me as each of them may select and in such shares, whether equal or unequal, as they may determine. Any property not so selected shall be sold and the proceeds added to my residuary estate. My Executors shall make prompt disposition of my tangible personal property in accordance with this paragraph and shall pay from my PGNUB-101 ~ 11.0 t •1 MSCNROF. Oc;taba ~.:?00? 9t~3 am • • residuary estate all reasonable costs incurred by my Executors In connection with the maintenance, transportation and sale of such property. (B) My aunt, DOROTHY M. KELLY, in Paragraph Seventeenth of her Will dated October 29, 1996 ("Will"),.created the Harriet June Piontkowski Trust for my benefit ("Trust")~ By the terms of subparagraph (A) of Paragraph Seventeenth of the Will, I possess a limited testamentary power of appointment over the property of the Trust, to which power of appointment I hereby specifically make reference. I hereby exercise such power of appointment in full and direct the Trustees of ,the Trust to divide all property subject to such power of appointment into as many equal shares as there are, to set apart one of such shares with respect to each of the, children of the mine then living and children of mine then deceased but with issue then living and to hold, administer and dispose of such shares as follows. Each share so set apart with respect to a child of mine (whether then living or deceased) shall be held in a separate trust for the benefit of such child or such child's issue, as the case may be, in accordance with the subsequent provisions of this paragraph. In the event the separate trust is created for the benefit of a living child of mine ("such child"), the Trustees shall quarter- annually distribute the income of the separate trust to, or expend the same for the benefit of , such child for life . The Independent Trustee may at any time and from time to time during such child's life distribute the whole or any part of the principal of the separate trust to, or expend the same for the benefit of, such child, all as the Independent Trustee may determine for any reason or purpose whatsoever. Upon the death of such child, if such child is not survived by issue, the separate trust shall terminate and the .Trustees shall distribute -2- • the trust estate of the separate trust to my issue then living, per stirpes; provided, however, that any property thus distributable shall be added to such issue's separate trust or separate grandchild's trust hereunder, as the case may be, if the same is then in existence. Upon the death of such child, if such child is survived by issue, or in the event the separate trust is created with respect to a deceased child of mine, the Trustees shall divide the trust estate of the separate trust into as many equal shares as there are, and shall set apart one of such shares with respect to each of the, children of such child then living and children of such child then deceased but with issue then living. Each share so set apart for the issue of a deceased child of such child shall be distributed to such issue, per stirpes. Each share so set apart for a living child of such child shall be held in a separate grandchild's trust for the benefit of such living child ("such grandchild") The Trustees shall quarter-annually distribute the income of the separate grandchild's trust to, or expend the same for the benefit of, such grandchild for life. The Independent Trustee may at any time and from time to time distribute the whole or any part of the principal of the separate grandchild's trust to, or expend the same for the benefit of, such grandchild, all as the Independent Trustee may determine for any reason or purpose whatsoever. Such grandchild may withdraw free of trust the entire trust estate of the separate grandchild's trust at age 45. In the event such grandchild is at the time of the establishment of the separate grandchild's trust older than the age of 45, such grandchild shall have the right from and after such time to withdraw the entire trust estate of the separate grandchild's trust. Any such withdrawal shall be made by written request therefor delivered to the Trustees at any time after such grandchild's attaining the age of 45 years. The separate -3- • grandchild's trust shall terminate upon the death of such grandchild and the Trustees shall distribute the trust estate of the separate grandchild's trust to such grandchild's then living issue, per stirpes. ARTICLE III Residuary Estate I devise and bequeath all the rest, residue and remainder of my estate, real, personal and mixed, wherever situate, to the HARRIET JUNE PIONTKOWSKI RE~IOCABLE TRUST. ARTICLE I~ Taxes, Debts, Expenses and Bequests (A) I direct that ( i ) al l f ederal estate taxes and al l local, state and foreign estate, inheritance, transfer, legacy, succession and similar taxes which by reason of my death may be properly imposed upon, applicable to or payable with respect to any property or interest in property which may be included as part of my estate for the purposes of such taxes, or any one or more of them, including any property that may not be a part of my estate for administration purposes, and (ii) all generation- skipping taxes (if any) payable at my death with respect to all transfers of property constituting direct skips (as defined in Section 2612 (c) of the Code) of which I shall be the transferor other than a direct skip resulting from a disclaimer or to the extent a GST exemption is claimed with respect thereto, and any interest and penalties on any of the same, except (i) the additional amount of any of such taxes resulting from the inclusion in my estate for the purposes of any such tax of (a) property not included in my estate for administration -4- • • purposes to the extent that a governing instrument directs the fiduciary or other legal owner thereof to pay from such property a share or portion of such taxes, or (b) property over which I may have a power of appointment, which power was given by someone other than myself, or (ii) any generation-skipping tax except as otherwise specifically provided herein, or any interest or penalties on any of the same, shall be paid from my residuary estate passing under Article III of this Will, or, in the manner hereinafter provided, from the trust estate of the HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST. (B) I have directed the Trustees of the HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST to pay from the trust estate of such Trust to my Executors, or pay in such manner and at such time as requested by my Executors, the amounts which my Executors shall request in writing as necessary or advisable to supplement my probate estate in order to pay in full the taxes described in paragraph (A) of this Article, any interest and penalties on any of the same,. debts, expenses of administration of my estate and all bequests. I authorize my Executors to request such Trustees to make such payment if and to the extent that my Executors shall deem it necessary or advisable to have all or any part of such taxes, interest and penalties, debts, expenses of administration and bequests paid from such trust estate rather than from my probate estate. (C) My Executors shall have full power and authority to make the allocation of the GST exemption in such manner as my Executors shall deem to be in the best interest of my estate and the beneficiaries thereof, and any determination made in good faith by my Executors with respect to such allocation shall be binding and conclusive upon each person having an interest in my -5- • • estate and shall not be subject to question or exception in any manner or proceeding whatsoever or by any person whomsoever. 7~ i? T T C~' T . F'. V L'vor~i~nY'~ I hereby appoint my son, FRANK J. KELLY, and my daughter, DOROTHY J. MARTIN, as Executors of this Will. In the event of the inability or unwillingness of either of my said son or my said daughter to serve or to continue to serve as such an Executor, the remaining Executor shall serve as sole Executor hereunder. In the further event that neither my said son nor my said daughter is able or willing to serve or continue to serve as such an Executor, I appoint MELLON BANK, N.A., as successor Executor. In the event that at any time there is one Executor serving hereunder, references in this Will to Executors shall mean such Executor. ARTICLE VI Powers of Fiduciaries (A) I give to each fiduciary serving under this Will (whether or not named herein) in addition to the authority conferred by law and without the necessity of obtaining the order of any court the following powers: to retain any property received in kind; to sell, pledge, mortgage, lease for any term whatsoever, exchange and dispose of, either publicly or privately, any or all property, real, personal or mixed, at such times and for such prices and amounts and upon such terms and conditions as such fiduciary may determine; to invest and reinvest in such stock, bonds and other real, personal or mixed property of whatsoever character as such fiduciary may determine, -6- • • X11 statutory and other limitations now or hereafter enacted or in force being hereby waived and without such fiduciary being subject to any liability by reason of the keeping of any cash .uninvested for any length of time; to exercise any option that nay be owned by me at the time of my death; to borrow money; to compromise and settle claims; to determine income and principal end to allocate receipts and disbursements (including without limitation gains and losses) as between income and principal, all as such fiduciary determines to be advisable under the circumstances; to continue any business, incorporated or unincorporated, in which I may have had an interest at the time of my death for such period, or to liquidate the same at such time and upon such terms, as such fiduciaries may determine, to invest additional sums in any such business even to the extent that the estate may be invested largely or entirely. in such business, to act as, or select other persons, including any fiduciary, officer of any corporate fiduciary or any beneficiary hereunder to act as, directors, officers or employees of any such business, to pay compensation for so acting without regard to whether the person so acting is a fiduciary, an officer of a corporate fiduciary or a beneficiary hereunder, and to make such other arrangements in respect thereof as such fiduciaries shall determine; and to make any distribution or division of property either in cash, or in kind, or partly in cash and partly in kind, and to allot different kinds of, or interests in, property to different shares, all as such fiduciary shall determine to be equitable to effect any such distribution.. The powers herein given to such fiduciary shall include the power to retain and invest in common trust funds maintained by any corporate fiduciary, the securities of any corporate fiduciary, interest- bearing accounts in, or certificates issued by, the banking department of any corporate fiduciary, and securities -7- • • underwritten by syndicates of which any corporate fiduciary is a member but not purchased from such corporate fiduciary, and the stock of any corporation which controls or is affiliated with such corporate fiduciary, provided, however, that any fiduciaries shall vote the shares of stock of any corporate fiduciary or of any corporation which controls or is affiliated with such corporate fiduciary only as directed by the individual fiduciary, or, in the event there shall be no individual fiduciary then serving, by an adult beneficiary of the fiduciary account in which such shares are held. (B) No bond shall be required in any jurisdiction of any fiduciary serving under this Will (whether or not named herein), including any administrator c.t.a. or ancillary administrator appointed to administer my estate, or, if a bond is required by law, no surety on such bond shall be required. (C) In the event any expense of administration of my estate shall, at the option of my Executors, be deductible either in computing any federal income tax payable during the administration of my estate or in computing the federal estate tax payable with respect to my estate, my Executors shall exercise such option as my Executors shall deem to be in the best interests of my estate and the beneficiaries thereof. In the event any such expense is deducted for federal income tax purposes, my Executors may, but shall not be required to, transfer from income to principal an amount equal to the additional federal estate tax which my estate may be required to pay by reason of the failure to claim such expense as a deduction for federal estate tax purposes. -8- • • (D) I authorize my Executors to disclaim in whole or in part any property or interest therein passing to me or to my estate by reason of a testamentary or inter vivos transfer or an intestate disposition or by any other means. ARTICLE VII Certain Definitions (A) References at any .particular time to Sections of the Code shall mean the specified sections of the Internal Revenue Code of 1986, as amended, or the corresponding provisions of any future United States internal revenue law. (B) "GST exemption" shall mean the generation-skipping tax exemption amount allowed to an individual pursuant to Section 2 6 31 (a ) o f the Code . (C) "HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST" shall mean the trust created under the Declaration of Trust entered into by me on even date herewith (but executed prior to the execution of this Will) as the same may be amended at .any time. after the execution of this Will, or, in the event that such Declaration of Trust shall not be in effect at the time of my death, such term shall mean a trust, the terms and conditions of which shall be the same as those specified in such Declaration of Trust as the same existed at the time of the execution of this Will or of the last codicil hereto (which terms and conditions are incorporated herein by reference with like effect as if the same were set forth herein verbatim) and the Trustees of which shall be determined in accordance with such Declaration of Trust. -9- • • (D) "Independent Trustee" shall mean at any particular time with respect to any trust such a Trustee as at such time (i) has no interest, vested or contingent, direct or indirect, in the trust estate of such trust, (ii) cannot be benefited by the exercise or nonexercise of any power, authority or discretion given exclusively to or vested exclusively in the Independent Trustee by the provisions of this Will or by law, (iii) can alone (as though such Trustee were the only Trustee) possess and exercise each such power, authority and discretion without causing income or principal of the trust estate of such trust to be attributable to any beneficiary of such trust for income or gift tax purposes, or for estate tax purposes under the United States internal revenue laws in force and effect at such time prior to the time such income or principal is distributed to or for the account of, or used or expended for the benefit of, such beneficiary. If at any time there shall be more than one -10- • • Independent Trustee acting as Trustee of such trust, the term "Independent Trustee" shall mean all such Trustees. IN WITNESS WHEREOF, I have hereunto set my hand and ` 2002. sea 1 t h i s =~ day o f ~~ ,~ c~~ ~.t._-~~ -. ~~ G. ~~~~ ( SEAL ) RRIET E PIONTKOWSKI 1 SIGNED, SEALED, PUBLISHED and DECLARED by the above- named Testator, HARRIET JUNE PIONTKOWSKI, as and for her Will, in the presence of us who, at her request, in her presence and in the presence of each other, have hereunto subscribed our names as witnesses. .~.~. ~ a---- qua(. ~~ 38" ~~P.:~ ~~ - Address /SS'~I ~~~~~hmS ~~'~lG~C Addre s s y~~,~ ~~~ -- -11- *~G C7 AMENDMENT TO AND RESTATEMENT OF DECLARATION OF TRUST CREATING THE HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST MADE December 22, 2002, by HARRIET JUNE PIONTKOWSKI., f Cumberland County, Pennsylvania (hereinafter referred to as he "Dec 1 arant " } . WHEREAS, the Declarant entered into a Declaration of rust dated November 13, 2002, naming herself as Trustee and. reating the Harriet June Piontkowski Revocable Trust hereinafter referred to as the "Declaration") and in Section 7.2 f the Declaration reserved the right to amend the Declaration by writing signed by the Declarant and delivered to the Trustees uring the Declarant's life and accepted in writing by the rustees; and WHEREAS, the Declarant desires to amend the Declaration nd restate the same in its entirety, which amendment is cceptable to the Declarant in her capacity as sole Trustee, NOW, THEREFORE, the Declaration is hereby amended and estated in its entirety to read as follows: Z1ATT(''T.~' T Name; Disposition During Declarant's Life Section l.l. Name. The trust created hereunder shall e known as the "HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST", but or convenience it is hereinafter referred to as the "Trust". Section 1.2. Distribution of Income. Subject to the rovisions of Section 1.4 the Trustees shall quarter-annually istribute the income of the Trust to, or expend the same for the enefit of, the Declarant for life; provided, however, that if at ny particular time the Declarant shall by a writing delivered to he Trustees direct the Trustees to make other distribution of uch income, the Trustees shall distribute the same in accordance ith such direction. • • Section 1.3. Distribution of Principal_ The Trustees shall at any time and from time to time distribute to, or as directed by, the Declarant the whole or such part of the principal of the Trust as the Declarant may direct in a writing ~r writings delivered to the Trustees_ Section 1.4. Distribution of Trust Estate During Cncapacity of Declarant. If the Declarant becomes incapacitated, ~s certified to the Trustees by the Declarant's personal physician, through illness, age or other cause, the Independent Crustee may at any time and from time to time during the period ~f such incapacity distribute the whole or any part of the income end principal of the Trust to, or expend the same for the benefit ~f, the Declarant or any person dependent on the Declarant, or nay accumulate the whole or any part of such income, all as the Cndependent Trustee may determine and without regard to the other neans of the Declarant_ Section 1.5. Termination of Trust Upon Death of declarant. The Trust shall, unless sooner terminated pursuant to she prior provisions hereof, continue until and shall terminate upon the death of the Declarant and the Trustees shall thereupon distribute the trust estate of the Trust, together with any additional property which may be received from the Declarant's 'state or otherwise, in accordance with the provisions of the subsequent Articles of this Declaration. -~- • ARTICLE II • Payment of Death Taxes, Debts, Expenses and Bequests Section 2.1. Payment of Death Taxes, Debts, Expenses and Bequests. After the Declarant's death the Trustees shall pay to the Declarant's personal representative, or pay in such manner and at such time as requested by such personal representative, from the trust estate of the Trust such amount or .amounts as such personal representative shall specify in writing as necessary or advisable to supplement the Declarant's probate estate in order to pay in full Death Taxes, expenses of administration of the Declarant's estate and all bequests under the Declarant's will_ If any of such Death Taxes, expenses or bequests are paid from the trust estate of the Trust, the payment thereof shall not (i) be made from any property which is not includible in the Declarant's estate for the purposes of one or more of such Death Taxes and which would be so includible if used for such payment or (ii) be made from the proceeds of any pension, profit-sharing or other employee benefit plan or any individual retirement account. ARTICLE III Disposition of Balance of Trust Estate; Creation of Separate Trusts Section 3.1. Creation and Operation of Residuary Trust. Upon the Declarant's death, if the Declarant is survived by any one or more of the Declarant's issue, the Trustees shall divide the trust estate of the Trust into as many equal shares as there are, and shall set apart one of such shares with respect to each of the, children of the Declarant then living and children of the Declarant then deceased but with issue then living. -3- • • (A) Shares for Deceased Children. Each share so set apart for the issue of a deceased child shall be distributed to such issue, per stirpes. (B} Shares for Living Children. Each share so set apart for a living child shall be held in a separate trust to be known by the name of such child followed by the words "Separate Trust." Each such Separate Trust shall be held, administered and disposed of in accordance with the provisions of Article IV. ARTICLE IV Separate Trusts Section 4.1. Applicability. The provisions of this Article, unless the context shall clearly indicate otherwise, shall be applicable to each Separate Trust held for the benefit of a child of the Declarant, and, as used in this Section, (i} the term "Separate Trust" shall mean whichever of the Separate Trusts to which such provisions are being applied at the particular time and (ii) the term "such child" shall mean the child of the Declarant for whose benefit the Separate Trust to which such provisions are being applied has been created. Section 4.2. Distribution of Income. The Trustees shall quarter-annually distribute the income of the Separate Trust to, or expend the same for the benefit of, such child for life or until the earlier termination of the Separate Trust. Section 4.3. Discretionary Distribution of Principal. The Independent Trustee may at any time and from time to time distribute the whole or any part of the principal of the Separate -4- • • Trust to, or expend the same for the benefit of, such child, all as the Independent Trustee may determine for any reason or purpose whatsoever. Section 4.4. Withdrawal of Principal. Such child may withdraw free of trust the following specified shares of the principal of the Separate Trust from and after the following anniversaries of the date of the Declarant's death: one-fourth (1 / 4 ) thereof upon the f i f th anniversary of the date of the Declarant's death, one-third (1/3) of the then remaining balance upon the tenth anniversary of the date of the Declarant's death, one-half (1/2) of the then remaining balance upon the fifteenth anniversary of the date of the Declarant's death and the entire trust estate upon the twentieth anniversary of the date of the Declarant's death. Each such withdrawal shall be made by written request therefor delivered to the Trustees at any time after the occurrence of the event giving rise to the right to make such withdrawal. Section 4.5. Distribution After Death of Child. After the death of such child, unless the Separate Trust is sooner terminated by distribution or expenditure of the entire trust estate thereof in accordance with the prior provisions of this Article, the Trustees shall hold, administer and dispose of the trust estate of the Separate Trust as follows: (A) If Survived by Spouse. If such child is survived by such child's spouse, the Trustees shall quarter-annually distribute the income of the Separate Trust to, or expend the same for the benefit of, such spouse for life or until the earlier remarriage of such spouse. -5- ~ • (B) If Not Survived by Spouse or Upon Death or Remarriage of Spouse. If such child is not survived by such child's spouse, or upon the death or earlier remarriage of such spouse the Separate Trust shall terminate and the Trustees shall distribute the trust estate of the Separate Trust to such child's issue then living, per stirpes, or, if there shall be no such issue then living, to the Declarant's issue then living, per stirpes; subject, however, to the provisions of Section 5.1_ TD'TT('~T_~' ~T Miscellaneous Section 5.1. Deferral of Distribution to Certain Beneficiaries. (A) Separate Funds. If any beneficiary entitled to receive a distribution of property of any trust created under this Declaration (whether by reason of any mandatory provision of this Declaration or any exercise of discretion by the Independent Trustee or otherwise) shall not have attained the age of 45 years, such property may in the discretion of the Independent Trustee be distributed to him or her or be retained by the Trustees in a separate fund until such beneficiary attains the age of 45 years, at which time the then trust estate of such fund shall be distributed to such beneficiary outright. While such fund is held for such beneficiary, the Trustees shall quarter-annually distribute the income of such fund to, or expend the same for the benefit of, such beneficiary. The Independent Trustee may at any time and from time to time during such period distribute the whole or any part of the principal of such fund to, or expend the same for the benefit of, the beneficiary, all -6- ~_J as the Independent Trustee may determine for any reason or purpose whatsoever. (B) Death of Beneficiary _ Upon the death of the beneficiary of a separate fund held hereunder prior to the distribution or expenditure of the entire trust estate thereof, such fund shall terminate. If, but only if, the inclusion ratio of such fund for purposes of the federal generation-skipping transfer tax is greater than zero, such beneficiary shall have the power by will to appoint the whole or any part of the trust estate of such fund to the estate of such beneficiary. No exercise of such power of appointment shall be effective unless the will purporting to exercise the same shall exercise the same by specific reference to this Section. To the extent the trust estate of such fund is not effectively disposed of pursuant to the prior provisions of this Section, the Trustees shall distribute the same to such beneficiary's issue then living, per stirpes, or, if there shall be no such issue then living, to the issue then living of the nearest ancestor, per stirpes, or, if there shall be no such issue then living, to such nearest ancestor, or, if there shall be no nearest ancestor, to the issue then living of the Declarant, per stirpes; provided, however, that in the event any beneficiary to whom distribution is to be made under this subsection shall be a beneficiary of income of one or more trusts or funds created by the Declarant, the Independent Trustee may, but need not, select one or more of such trusts and funds and distribute the share of such trust estate that would otherwise be distributable to such beneficiary to the trust or trusts and/or fund or funds so selected and, if more than one is so selected, in such proportions as the Independent Trustee shall determine. For purposes of this subsection, "ancestor" shall mean a person who is (or when living was) an -7- • • issue of the Declarant and who is a lineal ancestor of another person who is an issue of the Declarant, and "nearest ancestor" shall mean the ancestor who stands (or when living stood) in the nearest degree to such beneficiary and who (i) has issue then living or (ii) is himself or herself then living. Section 5.2. Nonalienation. Such income and principal of any trust or fund as shall or may become distributable to any person (whether the interest of such person be present or future, vested or contingent, direct or indirect) in accordance with the provisions of this Declaration shall not, until the actual distribution thereof to the person entitled thereto, be subject to the debts, obligations, liabilities or engagements of such person, or to execution, attachment or other judicial process of whatsoever character and howsoever termed, or be assignable voluntarily, involuntarily or by operation of law or otherwise howsoever, and the distribution thereof shall not be anticipated. Nothing in this Section shall be construed or deemed to curtail to any extent any power of appointment provided for in this Declaration or any power, authority or discretion given to or vested in the Trustees by the provisions of this Declaration or by law to make distribution and expenditure of income and principal of any trust or fund in accordance with .the provisions of this Declaration. Section 5.3. Distributions for Minors. Where under the provisions of this Declaration the Trustees are authorized to distribute or expend the income or principal of any trust or fund to, or for the benefit of, a person who is a minor, the Trustees may distribute such income or principal directly to such minor, to the person having custody of him or her, to the guardian of his or her estate, to the guardian of his or her person or to a -g- • • custodian for such minor under any applicable Uniform Transfers (or Gifts) to Minors Act, whether previously appointed or appointed by the Trustees for the purpose of receiving such distribution, all without liability on the part of the Trustees to see to the application thereof and without requiring bond or surety. Section 5.4. Corporate Distributions. Corporate distributions received in shares of the .distributing corporation shall be allocated to principal, regardless of the number of shares and however described or designated by the distributing corporation. Section 5.5. Adopted Persons. An adopted person, if adopted when a minor (whether adopted before or after the date of this Declaration), and the issue of such person shall be deemed to be issue of the adopting parent or parents and of anyone who is by blood or adoption an ancestor of the adopting parent or of either of the adopting parents and shall not be deemed issue of such person's natural parents, except that where a person is adopted by a spouse of one of his or her natural parents such person shall be deemed to be an issue of such natural parent as well as an issue of the adopting parent. Section 5.6. Definitions. The following terms as used in this Declaration shall, unless the context shall clearly indicate otherwise, have the following respective meanings: (A) Death Taxes. "Death Taxes" shall mean (i) all federal estate taxes and all local, state and foreign estate, inheritance, transfer, legacy, succession and similar taxes which by reason of the Declarant's death may be properly imposed upon, -9- • • applicable to or payable with respect to any property or interest in property which may be included as part of the Declarant's estate for the purposes of such taxes, or any one or more of them, including any property that may not be a part of the Declarant's estate for administration purposes, and (ii) all generation-skipping taxes (if any) payable at the Declarant's death with respect to all transfers of property constituting direct skips ( as defined in Sect ion 2 612 (c ) of the Code ) of which the Declarant shall be the transferor other than a direct skip resulting from a disclaimer or to the extent that a GST exemption is claimed with respect thereto, and any interest and penalties thereon, but "Death Taxes" shall not include (i) the additional amount of any of such taxes resulting from the inclusion in the Declarant's estate for the purposes of any such tax of (a) property over which the Declarant may have a power of appointment, which power was given by someone other than the Declarant, or (b) property not included in the Declarant's estate for administration purposes to the extent that a governing instrument directs the fiduciary or other legal owner thereof to pay from such property a share or portion of such taxes or (ii) any generation-skipping tax except as otherwise specifically provided herein, or any interest or penalties on any of the same. (B) GST Exemption. "GST exemption" shall mean the generation-skipping tax exemption amount allowed to an individual pursuant to Section 2631(a) of the Code. (C) Independent 'T'rustee. At any particular time - (1} "Independent Trustee" with respect to any trust or fund shall mean such a Trustee as at such time (i) has no interest, vested or contingent, direct or indirect, in the trust -10- • • estate of such trust or fund, (ii) cannot be benefited by the exercise or nonexercise of any power, authority or discretion given exclusively to or vested exclusively in the Independent Trustee by the provisions of this Declaration or by law and (iii) can alone (as though such Trustee were the only Trustee) possess and exercise each such power, authority and discretion without causing income, accumulated income or principal of the trust estate of such trust or fund to be attributable to any beneficiary of such trust or fund for income, gift or estate tax purposes under the United States internal revenue laws in force and effect at such time prior to the time such income, accumulated income or principal is distributed to or for the account of, or used or expended for the benefit of, such beneficiary. If at any time there shall be more than one Independent Trustee acting as Trustee of such trust or fund, "Independent Trustee" shall mean all such Trustees. (2) If at such time there is only one Trustee serving hereunder, "Trustees" shall mean such one. (D) Issue. The term "issue" shall mean lineal descendants of any degree of the ancestor designated. (E) Minor. The term "minor" shall mean a person who has not attained the age of twenty-one years. (F) Sections of the Code. References at any particular time to Sections of the Code shall mean the specified sections of the Internal Revenue Code of 1986, as amended, or the corresponding provisions of any future United States internal revenue law. -11- • • (G) Separate Trusts. The term "Separate Trust" shall mean any one of, and the term "Separate Trusts" shall mean all of, the Separate Trusts created in accordance with the provisions of subsection (B) of Section 3.1 and held in accordance with the provisions of Article IV. (H) Trust Estate. The term "trust estate" at any particular time with respect to any trust or fund created under this Declaration shall mean the properties at such time constituting the principal, accumulated income and income of such trust or f and . Section 5.7. Actions by Prior Fiduciaries. The Trustees shall have no duty or responsibility to obtain a judicial accounting of, or otherwise review, the actions of a prior Trustee or other fiduciary (including a personal representative) and, irrespective of any review or in the absence of any review, no Trustee shall have any liability whatsoever as a consequence of any prior Trustee's or other fiduciary's taking or failure to take any action, regardless of such Trustee's knowledge, either actual or constructive, in respect thereof. Section 5.8. Accumulated Income. In the event any income of any t rust or fund created under this Declaration shall be accumulated, such income may (but need not) be separately accounted for in an accumulated income account. At any particular time with respect to each such trust or fund, the Trustees' power to dispose of income under the provisions of this Declaration shall for all purposes include the power to dispose of any accumulated income then on hand. -12- • • Section 5.9_ Combination_ The Trustees are, without the necessity of obtaining the order or approval of any court, authorized to combine any trust or fund created under this Declaration with any other trust or fund (whether or not created under this Declaration) having substantially identical provisions and the same beneficiaries by making distribution of the entire trust estate of such trust or fund to such other trust or fund to the end and purpose that all such trusts for such beneficiaries may be administered as one; provided, however, that no such combination shall be authorized if the effect thereof would be (i) to violate the applicable rule against perpetuities, (ii) to disqualify any interest in one or both of such trusts for a deduction for federal estate tax purposes that would otherwise be allowable, or (iii) to combine trusts, one of which prior to such combination was not subject to the federal generation-skipping transfer tax or had an inclusion ratio of zero for purposes of such tax and the other of which prior to such combination had an inclusion ratio greater than zero for purposes of such tax. Section 5.10. Perpetuities Savings Clause. If by the provisions of this Declaration any interest created hereunder has not vested prior to the expiration of twenty-one years after the death of the last to die of the Declarant and the issue of the Declarant living on the date of the Declarant's death, then notwithstanding any of the prior provisions of this Declaration to the contrary, such provisions shall be construed so as to require final distribution free and clear of any trust, at such time, of all property in respect of any interest which is not so vested at such time. The trust estate of any trust or fund so terminating in accordance with the directions of this Section shall be distributed to such of the issue of the Declarant then -13- • • living as are beneficiaries of income of such trust or fund, per stirpes. Section 5.11. Distribution in Other Events_ If upon the Declarant's death the Declarant is not survived by at least one of the Declarant's issue, the Trust shall terminate and the balance of the trust estate thereof remaining after satisfaction or provision for satisfaction of .all amounts (if any) payable under the provisions of Article II shall be distributed as follows and, in the event that at any particular time the whole or any part of the trust estate of any trust or fund created under this Declaration shall not be distributable in accordance with the provisions hereof, such trust estate shall be distributed to the persons and in the proportions determined under the intestate laws of Pennsylvania then in force with .like effect as if the Declarant had died at such time intestate, unmarried, domiciled in Pennsylvania and owning outright the property constituting such trust estate and no other property. ARTICLE VI Administration and Trustees Section 6.1. Administrative Powers of Trustees. (A) Powers. In the administration and management of any trust or fund created under this Declaration and in the management, investment and reinvestment of the trust estate thereof, the Trustees shall have and may exercise (subject to the provisions of subsection (B) of this Section and to any other provision of this Declaration limiting or qualifying in any way any power, authority or discretion of the Trustees) full power, authority and discretion without the necessity of obtaining the -14- • • order of any court to do all acts, to execute, acknowledge and deliver all writings and to exercise for the benefit of all persons who may be or become beneficiaries under the provisions of this Declaration any and all powers, authorities and discretions given to or vested in such Trustees by the provisions of this Declaration or by law. By way of illustration but not limitation, the Trustees shall have and may exercise the following powers: (1) To retain property in the form and character in which the same shall be received, including the securities of any Corporate Trustee; (2) To sell, convey, mortgage, lease for any term whatsoever, transfer, exchange and dispose of, either publicly or privately, the whole or any part of the trust estate; (3) To grant options for such period as the Trustees shall deem advisable for the sale, conveyance, lease, transfer, exchange or other disposition of the whole or any part of the trust estate and to exercise any option at any time held as part of the trust estate; (4) To invest and reinvest the whole or any part of the trust estate in any kind of property, real, personal or mixed, or undivided or part interests therein, including stocks, bonds, notes, securities, minerals and other natural resources, limited partnerships, common trust funds maintained by any Corporate Trustee, the securities of any Corporate Trustee, interest-bearing accounts in, or certificates issued by, the banking department of any Corporate Trustee, securities underwritten by syndicates of which any Corporate Trustee is a -15- • • member but not purchased from such Corporate Trustee and other property of whatsoever character, located in the United States or abroad, all statutory and other limitations as to the investment of trust funds, now or hereafter enacted or in force, being hereby waived and without obligation to diversify the same and without liability for any decline in the value thereof; (5) To purchase assets from the Declarant's estate and to make loans to the Declarant's personal representative, all upon such terms and conditions and with or without security as the Trustees shall determine; (6) To hold, manage, develop and operate all residential and other real property held as part of the trust estate, to release, partition, vacate or abandon any such property, to make improvements thereto or thereon, to construct, demolish, alter, repair, rebuild, maintain and insure buildings and other improvements on any such property and to use other assets of the trust estate for any of .such purposes; (7) To compromise and settle claims; (8) To carry any property in the name of a nominee, including a clearing corporation, or a depository or in book entry form or unregistered or in such form as will pass by delivery; (9) To vote shares of stock, in person or by proxy, in favor of or against management and shareholder proposals and to join in or dissent from and oppose the reorganization, recapitalization, consolidation, merger, liquidation or sale of corporations or properties, except that the Trustees shall vote -16- • • the shares of any Corporate Trustee only as directed by the Individual Trustee or, in the event there shall be no Individual Trustee then serving, by an adult beneficiary of income of the trust estate in which such shares are held; (10) To employ and retain such accountants, agents, attorneys, employees, investment counselors and other representatives (any of whom may but need not be a person, association or corporation acting as Trustee at the particular time) as from time to time the Trustees shall determine for .the proper administration of such trust estate; to act without independent investigation upon the recommendation of any such accountant, agent, attorney, employee, investment counselor or other representative; instead of acting personally, to employ one or more accountants, agents, attorneys, employees, investment counselors and other representatives to perform any act of administration, whether or not discretionary; and to determine and pay the compensation of all such accountants, agents, attorneys, employees, investment counselors and other representatives and all other expenses which the Trustees shall determine to incur in the administration of such trust; (11) To employ such one or more investment managers (any of whom may but need not be a person, association or corporation acting as Trustee at the particular time) as from time to time the Trustees shall determine for the proper administration of such trust estate; to delegate to such manager with respect to the whole or a specified part of such trust estate, or to each of two or more such managers with respect to a specified part of such trust estate, complete power, authority and discretion to enter into investment transactions, within the parameters of an investment policy established by the Trustees -17- • • for such manager, on a day-to-day basis without seeking or obtaining the prior approval of the Trustees; and to determine and pay the compensation of all such managers and all other expenses which the Trustees shall determine to incur in connection therewith. In the event of any such delegation, (i) the Trustees shall have no liability of any character whatsoever as a consequence of the acceptance, holding, investment in or retention of any investment made by or at the direction of any such manager, provided that the Trustees shall have exercised reasonable care in the selection of such manager and shall have periodically (not less frequently than semiannually) reviewed reports of the investment activities and performance of such manager, and (ii) the fact that any Trustee may have custody of any property subject to the investment management of any such manager shall not impose upon such Trustee any duty whatsoever to inquire into the propriety of any investment transaction undertaken by such Trustee at the direction of such manager and in the event any claim is asserted against such Trustee arising out of any action taken by or at the direction of such manager, such Trustee shall not, by reason of such Trustee's having custody of such property, be deemed to have any knowledge, actual or constructive, of the suitability of the acceptance, holding, investment in or retention of such property as an investment for such trust; (12) To distribute, without the necessity of filing a judicial accounting or obtaining judicial approval, the whole or any part of the trust estate upon the receipt and release of the beneficiary entitled to receive such distribution, in which event the Trustees shall be relieved of all further liability with respect to the property so distributed with like effect as if such distribution had been made pursuant to an order of court; -18- • t (13) To borrow money from any person (including the banking department of any Corporate Trustee} in such amounts and upon such terms as the Trustees shall determine and to pledge all or any part of the assets of the trust estate to secure such borrowing; (14) To permit any beneficiary to occupy any real property forming part of the trust estate without rent or upon such other terms and conditions as the Trustees shall determine; (15} In the discretion of the Independent Trustee, to purchase or retain policies of insurance on the life of any beneficiary and to pay the premiums. from either income or principal or from loans against the policies, to exercise all rights, elections, options, privileges and other incidents of ownership with respect to such policies, to surrender any such policy for the cash surrender value thereof, to convert any such policy into other forms of insurance and to designate such beneficiary as the Independent Trustee shall determine to be in keeping with the purposes of the trust; fl6) To invest and reinvest in, and to write and sell, contracts which grant options to buy or sell at a future time securities of corporations; (17 ) To organize or cause ~to be organized, alone or in conjunction with others, one or more associations, corporations, partnerships or other organizations; (18) To continue any business, incorporated or unincorporated, in which the Declarant may have had an interest -19- • • at the time of death for such period, or to liquidate the same at such time and upon such terms, as the Trustees may determine, to invest additional sums in any such business, even to the extent that the trust estate may be invested largely or entirely in such business, to act as, or to select other persons including any Trustee, officer of any Corporate Trustee or any beneficiary hereunder to act as, directors, officers or employees of any such business, to pay compensation for so acting without regard to whether the person so acting is a Trustee, an officer of a Corporate Trustee or a beneficiary hereunder, and to make such other arrangements in respect thereof as the Trustees shall determine; (19) If any trust or fund created under this Declaration would (but for the following division) have an inclusion ratio for purposes of the federal generation-skipping transfer tax greater than zero but less. than one, to divide such trust or fund in the sole discretion of the Independent Trustee into two separate trusts, one of which for purposes of such tax shall have an inclusion ratio of zero (after allocation of the GST exemption under Section 2631(a) of the Code) and further to administer such two trusts as fully separate trusts; and (20) To make any distribution or division of the trust estate either in cash or in kind, or partly in cash and partly in kind, and to allot different kinds of, or interests in, property to different shares, all as the Trustees shall determine to be equitable to effect such distribution or division. As used in this subsection, references to the securities of any Corporate Trustee shall be deemed to refer also to the securities -20- • t of any corporation which has control of, or is affiliated with, such Corporate Trustee. (B) General Limitations. All powers, authorities and discretions given to or vested in the Trustees by the provisions of this Declaration or by law shall be exercisable by the Trustees only in a fiduciary capacity. Section 6.2. Trustees. ~A; In~.t~al Appointment arir~ T~T~imher of 'Trl~~tee~ , 'The Declarant shall initially be the Trustee of the Trust. Upon the death of the Declarant or the earlier incapacity of the Declarant as referred to in Section 1.4, FRANK J. KELLY, DOROTHY J. MARTIN and MELLON BANK, N.A. shall each have the right to become a Trustee of the Trust upon filing an acceptance of appointment with the records of the Trust. The Trustees of a trust serving at the time of the creation of another trust or a fund from such trust shall initially be the Trustees of such trust or fund. Each trust and fund created under this Declaration shall be administered by such number, not more than five, of Trustees as may be appointed in accordance with the provisions of this Section. At least one of the Trustees shall at all times after the death or incapacity of the Declarant be an Independent Trustee and one may (but need not) be a Corporate Trustee. During any period of time in which there shall be no Independent Trustee, no Trustee shall have any power, authority or discretion given to or vested in, or be charged with the obligations imposed upon, the Independent Trustee alone by the provisions of this Declaration or by law. -21- • • (B) Resignation and Succession. A Trustee (whether individual or corporate) may resign as a Trustee at any time by an instrument in writing signed by such Trustee and delivered to another Trustee. The Individual Trustees or, if no Individual Trustee is then serving, the Corporate Trustee at any time and from time to time shall have the power to fill any vacancy in the office of Independent Trustee by appointment of a person, association or corporation eligible to fill such vacancy and to appoint, within the limits set forth in subsection (A) of this Section, additional or successor Trustees, in each case by a writing which shall be endorsed with the acceptance of the Trustee so appointed. In such writing the Trustees may specify that such appointment shall take effect immediately or at a future time or upon the occurrence of an event (such as the death of a Trustee then serving). In the event that for any reason the appointment of a Trustee required to fill a vacancy in the office of Independent Trustee is not made within a reasonable time in accordance with the prior provisions of this subsection, a court of competent jurisdiction, upon the application of any person whomsoever having any interest whatsoever in the trust or fund, after such notice to the parties in interest (except such as may not. be sui juris) as the court shall determine to be necessary or proper shall appoint an Independent Trustee by appointment of a person, association or corporation eligible to serve as such. In case of the merger or consolidation of a Corporate Trustee, the resulting company shall become successor Corporate Trustee hereunder without notice to any party. (C) Compensation. An Individual Trustee may (but need not) receive reasonable compensation for services as a Trustee hereunder. A Corporate Trustee shall be entitled to receive annually compensation for its services hereunder in accordance -22- • • with its schedule of compensation currently in effect when its services are performed_ The compensation of the Trustees, separately and in the aggregate, shall not exceed that which a court of competent jurisdiction-would approve. In the event an Individual Trustee shall be employed or retained by the other Trustees as an accountant, agent, attorney, custodian, employee, investment counselor or other representative and as such shall render services in the administration of the Trust, such Individual Trustee shall be entitled to such compensation for such services as the other Trustees of such Trust shall deem reasonable. Unless the Declarant shall direct otherwise in writing, such compensation shall during the Declarant's lifetime be paid solely from the income of the Trust. (D) Delegation of Duties. A Trustee shall have full power and authority to delegate from time to time to another Trustee by an instrument in writing any or all of such Trustee's rights, powers and duties hereunder to the end and purpose that such other Trustee may be entitled to act in all respects for both of such Trustees during the term of the delegation; provided, however, that nothing herein shall be deemed or construed to permit an Independent Trustee to delegate any power, authority or discretion exercisable solely by an Independent Trustee to a Trustee who is not an Independent Trustee. (E) Removal of Trustees. The Individual Trustees (other than any Individual Trustee who is not an Independent Trustee) shall have the right at any time to remove a Trustee. Any such removal shall be accomplished by a writing signed by such Individual Trustees in two counterparts, of which one shall be delivered to the Trustee to be removed and the other shall be retained by one of the Individual Trustees. -23- • • (F) Bond. No bond shall be required in any jurisdiction of any Trustee or of any successor Trustee, or, if a bond is required by law, no surety on such bond shall be required. (G) Exercise of Discretionary Powers. Each and every power, authority or discretion given to or vested in the Trustees or a class of Trustees by the provisions of this Declaration or by law, whatever may be the nature or extent thereof, shall be freely exercisable by such Trustees or class at any time and from time to time in their sole and absolute discretion, as they alone shall determine. Each exercise thereof shall not be open to question in any manner whatsoever by, and shall be binding upon, each person having an interest in the trust or fund. No Trustee shall incur any personal liability of any character whatsoever by reason of any matter or thing of whatsoever nature which may occur in connection with the administration of the trust or fund, save only liability arising from gross negligence or willful default . Section 6.3. Foreign Assets. It may be that all or some part of the trust estate of a trust or fund created under this Declaration may consist of property which is subject to some jurisdiction other than the one in which such trust or fund is being administered and in which one of the Trustees is not authorized to act. In such case all powers, authorities and discretions given to or vested in the Trustees shall, with respect to the holding and administration of such property, be deemed to have been given to and vested in and to be freely exercisable by the Trustees who are not precluded from acting _2g_ • • under the laws of such jurisdiction with like effect as if such Trustees were the only Trustees. ARTICLE VII Retained Powers of Declarant; Governing Law; Number and Gender Section 7.1. Revocation. The Declarant reserves the right to revoke this Declaration in whole or in part by written notice delivered to the Trustees during the Declarant's life, in which event the Trustees shall deliver to the Declarant or the person designated by the Declarant the property affected by such revocation, together with such written instruments as may be required to give full effect to such revocation. Unless such revocation is expressly made dependent upon an effective change in the beneficiary designation of an insurance policy, employee benefit plan or other contract, it shall become effective upon receipt of such written notice by the Trustees during the Declarant's life and, if the Declarant should die before a change in beneficiary designation shall have become effective, the proceeds of any such policy, plan or contract received by the Trustees shall be paid to the Declarant's personal representative and the receipt of such personal representative shall be a full discharge of the Trustees with respect thereto. If the Declarant changes the designation of the Trustees as beneficiary of any such policy, plan or contract, such change shall have the effect of revoking this Declaration with respect to such policy, plan or contract. Section 7.2. Amendment. The Declarant reserves the right to amend this Declaration by a writing signed by the Declarant, delivered to the Trustees during the Declarant's life and accepted in writing by the Trustees. -25- • • Section 7.3. Additional Gifts. The Declarant or some other person may by will or other writing give to the Trustees additional cash, securities or other property which shall become and be a part of the trust estate of the trust or fund to which such gift is made and as such shall be subject to all the provisions of this Declaration relating thereto; provided, however, that the Trustees thereof shall have discretion to accept or reject any such gift_ Section 7.4. Governing Law. This Declaration and each trust and fund created under this Declaration shall be administered and construed in all respects in accordance with the laws of Pennsylvania. Section 7.5. Number and Gender. Whenever used in this Declaration, the singular shall include the plural, the plural shall include the singular and the use of any gender shall be applicable to any other gender or to all genders. WITNESS the due execution hereof the day and year first above written. Signed, sealed and delivered in the presence of: -! ~ (SEAL RRIET" UNE PIONTKOWSKI Decla~'~ nt and Trustee -26- • • • • FIRST AMENDMENT TO DECLARATION OF TRUST CREATING THE HARRIET JUNE PIONTKOWSKI REVOCABLE TRUST MADE AND ENTERED INTO this L~'11,-~ day of ~CTp'~ ~~ , 004, by HARRIET JUNE PIONTKOWSKI, of Cumberland County, ennsylvania (hereinafter referred to as the "Declarant"). WHEREAS, the Declarant entered into a Declaration of rust on November 13, 2002, as amended and restated on ecember 22, 2002, naming herself as Trustee and creating the arriet June Piontkowski Revocable Trust (hereinafter the Declaration"), and in Section 7.2 of the .Declaration reserved he right to amend the Declaration by a writing signed by the eclarant, delivered to the Trustees during the Declarant's life nd accepted in writing by the Trustees; and WHEREAS, the Declarant desires to amend the Declaration, which amendment is acceptable to the Declarant in .er capacity as sole Trustee and by her signature hereto she cknowledges acceptance of this amendment; NOW, THEREFORE, the Declaration is hereby amended as ollows: FIRST: Section 1.5 of Article I of the Declaration is ereby deleted in its entirety and a new Section 1.5 is ubstituted in lieu thereof which shall read as follows: Section 1.5. Termination of Trust Upon Death of Declarant. The Trust shall, unless sooner terminated 0017411 • • pursuant to the prior provisions hereof, continue until and shall terminate upon the death of the Declarant and the Trustees shall thereupon distribute the trust estate of the Trust together with any additional property which may be received from the Declarant's estate or otherwise as follows: Signed, sealed and delivered in the presence of: (A) Distribution to Arielle Kauffman Trust. The Trustees shall distribute to the Arielle Kauffman Trust entered into by the Declarant, as Donor, with Dorothy J . Martin, as Trustee , on (~-}~b2 ~ $ ~ aOO~ , 2004, an amount (if any) which shall not exceed (i) Fifty Thousand Dollars ($50, 000) minus (ii) the value of the trust estate of such trust on the date of the Declarant's death. (B) Disposition of Balance of Trust Estate. The Trustees shall distribute the balance of the trust estate of the Trust remaining after satisfaction or provision for satisfaction of the amount (if any) distributable under subsection (A) of this Section in accordance with the provisions of subsequent Articles of this Declaration." SECOND: In all other respects the Declarant ratifies and confirms the Declaration as of this date. WITNESS the due execution hereof the day and year first above written. •S EAL ) RRIET PIONTKOWSKI ` arant -2- • • COMMONWEALTH OF PENNSYLVANIA } SS: COUNTY OF ~ I I e~ rtl~`~ ) .t.r. On this, the g day of ~C ~1~~ ~ 2004, before me, a Notary Public, personally appeared HARRIET JUNE PIONTKOWSKI, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official seal. F~..c,a-u.~ti Opt ary Public N [Notarial Seal ] My Commission Expires: COMMONWEALTH OF PENNSYLVANIA Notarial Seal Diana Lynn Hannes, Notary Public Ci cf PiEtsai:rgf~, Allegheny County My~oinrnissic~n Expires Mat. 29; 2008 Member, Pennsylvania Association of Notaries ~~ t • TRUST AGREEMENT CREATING THE ARIELLE KAUFFMAN TRUST BY AND BETWEEN HARRIET JUNE PIONTKOWSKI, of Cumberland County, Pennsylvania (hereinafter referred to as the "Donor"), party of the first part DOROTHY J. MARTIN, of Cumberland .County, Pennsylvania, party of the second part Stephen P. Paschall, Esq. Lovett Bookman Harmon Marks LLP Fifth Avenue Place, Suite 2900 120 Fifth Avenue Pittsburgh, PA 15222 (412) 392-2502 00017410;1 10/4/2004;12:06 • • TRUST AGREEMENT CREATING THE ARIELLE KAUFFMAN TRUST MADE 2004, by and between HARRIET JUNE PIONTKOWSKI, of Cumberland County, Pennsylvania (hereinafter referred to as the "Donor"), party of the first part, and DOROTHY J. MARTIN, of Cumberland County, Pennsylvania, party of the second part. Z~1?TT("'T.~' T Purpose and Name Section 1.1. Purpose. The Donor has irrevocably transferred, assigned and delivered and by these presents does irrevocably transfer, assign and deliver to the party of the second part the property described in Schedule "A" attached hereto. The Trustees agree to hold such property, together with any additional property received by the Trustees, in trust in accordance with the terms and conditions hereinafter set forth. Section 1.2. Name. The trust created hereunder shall be known as the ARIELLE KAUFFMAN TRUST, but for convenience it is hereinafter referred to as the "Trust". • • ARTICLE II Operation of Trust Section 2.1. Withdrawal Rights. Except as limited by the subsequent provisions of this Section, the Donor's great-granddaughter, ARIELLE KAUFFMAN (hereinafter the "Beneficiary"), shall have rights of withdrawal under this Section with respect to each Qualified Present Gift. Promptly upon receipt of any Qualified Present Gift the Trustees shall give to the Beneficiary or to the Guardian of the Beneficiary notice of her rights under this Section. (A) Primary Rights of Withdrawal. The Trustees shall distribute from the property constituting such Qualified Present Gift to the Beneficiary such amounts as she may request by one or more writings delivered to the Trustees; provided, however, that the amount which may be requested by and distributed to the Beneficiary under this subsection shall not exceed the lesser of (i) the amount of such Qualified Present Gift and (ii) the lesser of the maximum amount described in Section 2514 (e) of the Code or the maximum amount described in Section 2041(b)(2) of the Code (after taking into account all amounts which, with respect to the Beneficiary, shall have lapsed under this subsection with respect to prior Qualified Present Gifts, which lapses occurred in the same year as the year in which such Qualified Present Gift is received by the Trustees). If the amount described in clause (i) of the preceding sentence exceeds the amount described in clause (ii) of such sentence, the Beneficiary shall have additional rights of withdrawal as provided under subsection (B) of this Section with respect to such excess amount (for purposes of such subsection (B), such excess amount shall be known as the "Excess Gift") The power of the Beneficiary to request a distribution -2- • • as provided in this subsection shall lapse in respect of each Qualified Present Gift on the expiration of 60 days after receipt by the Trustees of such Qualified Present Gift. (B) Additional Rights of Withdrawal. In the case of each Excess Gift the Beneficiary shall have the right at any time and from time to time by one or more writings delivered to the Trustees to request a distribution of all or any part of such Excess Gift; provided, however, that the aggregate amount which may be requested by and distributed to the Beneficiary at any particular time shall not exceed (i} the value (determined as of the date of receipt of such Excess Gift) of such Excess Gift minus ( i i ) the sum of ( a) the aggregate amount ( i f any) in respect of such Excess Gift which shall theretofore have been withdrawn by the Beneficiary and (b) the aggregate amount (if any) in respect of such Excess Gift which shall theretofore have lapsed as provided in the following sentence. To the extent that the power of withdrawal is not exercised by the Beneficiary, such power shall lapse in whole on the death of the Beneficiary and shall on the last business day of each year lapse in whole or in part in the maximum amount prescribed under Section 2514 (e) of the Code so that such lapse would not by reason of such Section 2514 (e) be considered to be a release of a general power of appointment by the Beneficiary (after taking into account all amounts which may have lapsed under subsection (A) of this Section for such year with respect to the Beneficiary). Such lapses shall apply to Excess Gifts in the order of their receipt by the Trustees, beginning with the earliest such Excess Gift. (C) Miscellaneous Provisions. If the Beneficiary is under a legal disability at the time any Qualified Present Gift is made to the Trust, the Guardian of the Beneficiary may -3- ~ • exercise the rights of withdrawal under subsection (A) and subsection (B) of this Section on behalf of the Beneficiary. Notwithstanding the prior provisions of this Section, a donor of a Qualified Present Gift may direct in writing prior to or concurrently with the making of such Qualified Present Gift that subsection (A), subsection (B) or both of such subsections shall not apply to all or any portion of such Qualified Present Gift, in which case the amount (if any) subject to withdrawal shall be adjusted to the extent necessary to give effect to such direction. All other provisions of this Agreement shall be subject to any unexpired withdrawal right under this Section. Section 2.2. Operation of Trust. Subject to the provisions of Section 2.1, the Trustees shall hold, administer and dispose of the trust estate of the Trust as follows: (A) Distribution of Income. The Trustees shall accumulate the income of the Trust until the Beneficiary attains the age of 21. Upon the Beneficiary's attaining the age of 21, the Trustees shall thereafter, at least quarter-annually, distribute the income of the Trust to, or expend the same for the benefit of, the Beneficiary for life or until the earlier termination of the Trust. (B) Distribution of Principal. The Independent Trustee shall distribute the whole or such part of the principal of the Trust to, or expend the same for the benefit of , the Beneficiary, as may from time to time be required, after taking into consideration other resources available to the Beneficiary, to provide for the health, education (including preparatory, college and graduate education} and support of the Beneficiary. -4- • • (C) Withdrawal of Principal. The Beneficiary may withdraw free of trust the entire trust estate of the Trust upon attaining age 40 by delivering a written request therefor to the Trustees at any time thereafter. Section 2.3. Distribution Upon Death of Beneficiary. Unless sooner terminated by distribution or expenditure of the entire trust estate thereof in accordance with the prior provisions of this Article, the Trust shall terminate upon the death of the Beneficiary. The Beneficiary shall have the power by will to appoint the whole or any part of the trust estate of the Trust (including any income accrued or on hand as of the date of the Beneficiary's death) to, or for the benefit of, any one or more persons, corporations and other entities, including the creditors and the estate of the Beneficiary and the creditors of the estate of the Beneficiary, in each case in such amounts or portions and for such estates and interests and outright or upon such terms, trusts, conditions and limitations, as the Beneficiary shall specify by will and the Trustees shall make distribution of such trust estate accordingly. In no event and under no circumstance shall any exercise of such power of appointment be effective unless the will purporting to exercise the same shall exercise the same by specific reference to this Section. To the extent the trust estate of the Trust is not effectively disposed of pursuant to the prior provisions of this Section, the Trustees shall distribute such trust estate to the issue then living of the Beneficiary, per stirpes, or, if there shall be no such issue then living, to the issue then living of the Beneficiary's mother, Carrie Anne Martin Kauffman, per stirpes, or, if there shall be no such issue, to Carrie Anne Martin Kauffman, if she is then living, or, if she is not then living, to the issue of the Donor then living, per stirpes. -5- • • Section 2.4. Deferral of Distribution to Minors. (A) Separate Funds. If any person entitled to receive a distribution of property upon termination of (i) the Trust by reason of the death of the Beneficiary or (ii) a separate fund hereunder shall be a minor, such property may in the discretion of the Independent Trustee be distributed to him or her or be retained by the Trustees in a separate fund until such distributee attains majority, at which time the then trust estate of such fund shall be distributed to such distributee outright. While such fund is held for such distributee, the Independent Trustee may at any time and from time to time distribute the whole or any part of the income or principal of such fund to, or expend the same for the benefit of, such distributee, or may accumulate the whole or any part of such income, all as the Independent Trustee may determine to provide for the health, education (including preparatory, college and graduate education) and support of such distributee. (B) Death of Distributee. Upon the death of the distributee of a separate fund held hereunder prior to the distribution or expenditure of the entire trust estate thereof, such fund shall terminate. Such beneficiary shall have the power by will to appoint the whole or any part of the trust estate of such fund to the estate of such beneficiary. No exercise of such power of appointment shall be effective unless the will purporting to exercise the same shall exercise the same by specific reference to this Section. To the extent the trust estate of such fund is not effectively disposed of pursuant to the prior provisions of this Section, the Trustees shall distribute the trust estate of such fund to the issue then living -6- • • of such distributee, per stirpes, or, if there shall be no such issue then living, to the issue then living of such distributee's parent who is an issue of the Donor, per stirpes, or, if there shall be no such issue then living, to such parent if he or she is then living, or, if such parent is not then living, to the issue then living of the Donor, per stirpes. Section 2.5. Distribution in Other Events. In the event that the trust estate of the Trust or of any fund created under Section 2.4 shall not be distributable upon termination thereof in accordance with the provisions of Section 2.3 or subsection (B) of Section 2.4, as the case may be, such trust estate shall be distributed as follows: to the persons and in the proportions determined under the intestate laws of Pennsylvania then in force with like effect as if the Donor had died at such time intestate, unmarried, domiciled in Pennsylvania and owning outright the property constituting such trust estate and no other property. ARTICLE III Miscellaneous Section 3.1. Nonalienation. Such income and principal of the Trust or any fund as shall or may become distributable to any person (whether the interest of such person be present or future, vested or contingent, direct or indirect) in accordance with the provisions of this Agreement shall not, until the actual distribution thereof to the person entitled thereto, be subject to the debts, obligations, liabilities or engagements of such person, or to execution attachment or other judicial process of whatsoever character and howsoever termed, or be assignable voluntarily, involuntarily or by operation of law or otherwise -7- • • howsoever, and the distribution thereof shall not be anticipated. Nothing in this Section shall be construed or deemed to curtail to any extent any power of appointment provided for in this Agreement or any power, authority or discretion given to or vested in the Independent Trustee by the provisions of this Agreement or by law to make distribution and expenditure of income and principal of the Trust or any fund in accordance with the provisions of this Agreement. Section 3.2. any income of the Trust year, such income shall and shall become and be such fund and as such s Agreement. Capitalization of Income. In the event or any fund shall be accumulated in any be capitalized as of the end of such year a part of the principal of the Trust or ubject to all the provisions of this Section 3.3. Distributions for Minors. Where under the provisions of this Agreement the Independent Trustee is authorized to distribute or expend the income or principal of the Trust or any fund to, or for the benefit of , a person who is a minor, the Independent Trustee may distribute such income or principal directly to such minor, to the person having custody of him or her, to the guardian of his or her estate, to the guardian of his or her person or to a custodian for such minor under any applicable Uniform Transfers (or Gifts) to Minors Act, whether previously appointed or appointed by the Independent Trustee for the purpose of receiving such distribution, all without liability on the part of the Independent Trustee to see to the application thereof and without requiring bond or surety. Notwithstanding anything in the prior provisions of this Section to the contrary, the Trustees shall not make any such distribution, use or expenditure so as to satisfy a legal obligation of a parent of -8- • • such distributee and, upon making any distribution to a parent or other person, association or corporation, the Trustees shall (without liability to see to the proper application thereof) instruct such recipient that the proceeds of such distribution are not to be used or applied so as to satisfy a legal obligation of a parent of such distributee. Section 3.4. Adopted Persons. A relationship by adoption shall to the extent provided by Pennsylvania law be treated the same for all purposes as a relationship by the whole blood. Section 3.5. Definitions. The following terms as used in this Agreement shall, unless the context shall clearly indicate otherwise, have the following respective meanings: (A) GST Exemption. "GST exemption" shall mean the generation-skipping tax exemption amount allowed to an individual pursuant to Section 2631(a) of the Code. (B) Guardian. "Guardian" at any particular time with respect to an individual shall mean the person, association or corporation appointed by a court of competent jurisdiction and then serving as the guardian of the property of such individual or, in the event that no such guardian is then serving, shall mean the parent or other person then having legal custody (whether by court appointment or otherwise) of the person of such individual; provided, however, that in no event and under no circumstance shall the Donor be eligible to serve as Guardian. (C) Independent Trustee. As used in this Agreement at any particular time - -9- • • (1) "Independent Trustee" with respect to the Trust or any fund shall mean such a Trustee as at such time can alone (as though such Trustee were the only Trustee) possess and exercise each power, authority and discretion given exclusively to or vested exclusively in the Independent Trustee by the provisions of this Agreement or by law without causing income, accumulated income or principal of the trust estate of the Trust or such fund to be attributable (i) to any Trustee of the trust or such fund (other than a Trustee who is also a beneficiary) for income, gift or estate tax purposes under the United States internal revenue laws in force and effect at such time or (ii) to any beneficiary of the trust or such fund (including a beneficiary who is also a Trustee) for income, gift or estate tax purposes under the United States internal revenue laws in force and effect at such time prior to the time such income, accumulated income or principal is distributed to or for the account of, or used or expended for the benefit of, such beneficiary. If at any time there shall be more than one Independent Trustee acting as Trustee of the Trust or such fund, "Independent Trustee" shall mean all such Trustees. (2) If at such time there is only one Trustee serving hereunder, "Trustees" shall mean such one. (D) Issue. The term "issue" shall mean lineal descendants of any degree of the ancestor designated. (E) Majority and Minor. The term "majority" shall mean the age of twenty-one years. The term "minor" shall mean a person who has not attained majority. -10- • • (F) Qualified Present Gift. "Qualified Present Gift" shall mean any inter vivos gift of property which, during any calendar year in the lifetime of the Donor, is received or deemed to have been received by the Trustees. (G) Sections of the Code. References to Sections of the Code shall at any particular time mean the specified sections of the Internal Revenue Code of 1986, as amended, or the corresponding provisions of any future United States internal revenue law. (H) Trust Estate. The term "trust estate" at any particular time with respect to the Trust or any fund created under this Agreement shall mean the properties at such time constituting the principal and income of the Trust or such fund. ARTICLE IV Administration and Trustees Section 4.1_ Administrative Powers of Trustees_ (A) Powers. In the administration and management of the Trust or any fund created under this Agreement and in the management, investment and reinvestment of the trust estate thereof, the Trustees shall have and may exercise (subject to any other provision of this Agreement limiting or qualifying in any way any power, authority or discretion of the Trustees) full power, authority and discretion without the necessity of obtaining the order of any court to do all acts, to execute, acknowledge and deliver all writings and to exercise for the benefit of all persons who may be or become beneficiaries under the provisions of this Agreement any and all powers, authorities -11- • • and discretions given to or vested in such Trustees by the provisions of this Agreement or by law. By way of illustration but not limitation, the Trustees shall have and may exercise the following powers: to retain property in the form and character in which the same shall be received, including the securities of any Corporate Trustee, without obligation to diversify the same and without liability for any decline in the value thereof; to invest and reinvest in any kind of property (other than insurance on the life of either of the Donors), real, personal or mixed, or undivided or part interests therein, all statutory and other limitations as to the investment of trust funds, now or hereafter enacted or in force, being hereby waived; to borrow money, including from the commercial department of any Corporate Trustee, and to pledge all or any part of the assets of the trust estate to secure such borrowing; to sell, pledge, exchange, mortgage or lease for any term whatever any real or personal property; to grant options for any period and to exercise any option at any time held as part of the trust estate; to compromise claims; to join in or oppose the merger, consolidation, reorganization or readjustment of the financial structure of any firm or corporation in which the trust estate may have an interest; to carry securities in the name of a nominee, including a clearing corporation, or a depository or in book entry form or unregistered or in such form as will pass by delivery; to vote securities in person or by proxy, except that the shares of any Corporate Trustee shall be voted only as directed by the Individual Trustees (if any) or, in the event there shall be no Individual Trustee then serving, by an adult beneficiary of income (if any) of the Trust or fund in which the shares are held; to employ attorneys, accountants, investment counselors and other agents (any of whom may but need not be a person, association or corporation acting as, or affiliated with, -12- • • a Trustee at the particular time) to perform any act of administration (whether or not discretionary), to act without investigation upon their recommendations and to pay their compensation and expenses out of the trust estate; to distribute, without the necessity of filing a judicial accounting or obtaining judicial approval, the whole or any part of the trust estate upon the receipt and release of the beneficiary entitled to receive such distribution, in which event such Trustees shall be relieved of all further liability with respect to the property so distributed with like effect as if such distribution had been made pursuant to an order of court; to divide the trust estate into two or more separate trusts, to allocate to each of such separate trusts a fractional share of such trust estate or specific assets or interests therein and further to separately administer such separate trusts, including, without limitation, to divide a trust into separate trusts so that one of such separate trusts shall have an inclusion ratio of zero for purposes of the federal generation-skipping transfer tax (after allocation of the GST exemption under Section 2631(a) of the Code); and to make any distribution or division of the trust estate either in cash or in kind, or partly in~cash and partly in kind and to allot different kinds of, or interests in, property to different shares, all as the Independent Trustee shall determine to be equitable to effect such distribution or division. As used in this subsection, references to the securities of any Corporate Trustee shall be deemed to refer also to the securities of any corporation which has control of, or is affiliated with, such Corporate Trustee. (B) General Limitations. All powers, authorities and discretions given to or vested in the Trustees by the provisions of this Agreement or by law shall be exercisable by the Trustees -13- • • only in a fiduciary capacity and no such power, authority or discretion may be exercised in a manner which would satisfy a legal obligation of a parent of the Beneficiary. Section 4.2. Trustees. (A) Initial Appointment and Number of Trustees. The party of the second part to this Agreement shall initially be the Trustee. The Trust and each fund created under this Agreement shall be administered by such number, not more than three, of Trustees as may be appointed in accordance with the provisions of this Section. At least one Trustee of the Trust and each fund created under this Agreement shall at all times be an Independent Trustee and one may (but need not) be a Corporate Trustee. The Donor shall not be eligible to be a Trustee. (B) Subsequent Appointment of Trustees. The Individual Trustees~in office at any time and from time to time or, if there is no Individual Trustee, the Corporate Trustee shall have the power ( i ) to f it l any vacancy in the office of Independent Trustee by appointment of a person, association or corporation eligible to fill such vacancy and (ii) to appoint, within the limits set forth in subsection (A) of this Section, additional and successor Trustees and Independent Trustees and a Corporate Trustee or a successor Corporate Trustee, in each case by a signed writing endorsed with the acceptance of the Trustee so appointed. Any such writing may specify that such appointment shall take effect at a future time or upon the occurrence of an event (such as the death of a Trustee then serving). In case of the merger or consolidation of a Corporate Trustee, the resulting company shall become successor Corporate Trustee hereunder without notice to any party. In the event that for any reason -14- • • the appointment of a Trustee required to fill a vacancy in the office of Independent Trustee is not made in a reasonable time in accordance with the prior provisions of this subsection, the Beneficiary (if she has attained the age of 18) shall have the power to fill such vacancy by appointment of a person, association or corporation eligible to fill such vacancy by a. writing which shall be endorsed with the acceptance of the Trustee so appointed. In the event that no such appointment is made in accordance with the provisions of the preceding sentence, a court of competent jurisdiction, upon the application of any person whomsoever having any interest whatsoever in such Trust after such notice to the parties in interest (except such as may not be sui juris) as the court shall deem necessary or proper, shall fill such vacancy by appointment of a person, association or corporation eligible to fill such vacancy. (C) Compensation. An Individual Trustee may (but need not) receive reasonable compensation for services as a Trustee hereunder. A Corporate Trustee (if any) shall be entitled to receive annually compensation for its services hereunder in accordance with its schedule of compensation currently in effect when its services are performed. The compensation of the Trustees, separately and in the aggregate, shall not. exceed that which a court of competent jurisdiction would approve. (D) Delegation of Duties. A Trustee shall have full power and authority to delegate from time to time to another Trustee by an instrument in writing any or all of such Trustee's rights, powers and duties hereunder, to the end and purpose that such other Trustee may be entitled to act in all respects for both of such Trustees hereunder during the term of such delegation; provided, however, that nothing in this subsection -15- • • shall be deemed or construed to permit an Independent Trustee to delegate any power or authority exercisable only by an Independent Trustee to a Trustee who is not an Independent Trustee. (E) Resignation. A Trustee (whether Individual or Corporate) may at any time resign as a Trustee. The resignation of a Trustee shall be effected, and conclusively evidenced, by a writing signed by such Trustee in two counterparts of which one (or a copy thereof) shall have been filed with the records of such Trust and the other deposited with one of the other Trustees. In no event and under no circumstances shall a resigned Trustee be subject to any liability on account of the Trustees' taking of or failure to take after such resignation any action respecting any power, authority or discretion given to or vested in the Trustees by the provisions of this Agreement or by law. (F) Bond. No bond shall be required in any jurisdiction of any Trustee or of any successor Trustee or, if a bond is required by law, no surety on such bond shall be required. (G) Exercise of Discretionary Powers. Each and every power, authority or discretion given to or vested in the Trustees. or a class of Trustees by the provisions of this Agreement or by law, whatever may be the nature or extent thereof, shall be freely exercisable by such Trustees or class at any time and from time to time in their sole and absolute discretion, as they alone shall determine. Each exercise thereof shall not be open to question in any manner whatsoever by, and shall be binding upon, each person having an interest in the Trust or any fund. -16- • • (H) Removal of Trustee. The Individual Trustees (other than any Individual Trustee who is not an Independent Trustee) of the Trust or any fund shall have the right at any time to remove a Trustee of the Trust or such fund. Any such removal shall be accomplished by a writing signed by such Individual Trustees in two counterparts, of which one shall be delivered to the Trustee to be removed and the other shall be retained by one of the Individual Trustees. (I) Actions by Prior Fiduciaries. The Trustees shall have no duty or responsibility to obtain a judicial accounting of, or otherwise review, the actions of any prior Trustee and, irrespective of any review or in the absence of any review, no Trustee shall have any liability whatsoever as a consequence of any prior Trustee's taking or failure to take any action, regardless of such Trustee's knowledge, either actual or constructive, in respect thereof. (J) Liability; Indemnification. In no event and under no circumstance shall any Trustee to whom is given or in whom is vested any power, authority or discretion by the provisions of this Agreement or by law as to whether any such power, authority or discretion should or should not be exercised be subject to any liability on account of the taking of or failure to take in good faith any action respecting any such power, authority or discretion or on account of the extent to which or the manner in which any such action in good faith was taken, except only such liability as may arise from such Trustee's own gross negligence or willful default.- Each Trustee shall be entitled to indemnification from the trust estate for any liability of whatsoever character which such Trustee may incur on account of -17- • • the taking of or failure to take in good faith any action respecting any such power, authority or discretion or on account of the extent to which or the manner in which any such action in good faith was taken, except only such liability as may arise from such Trustee's own gross negligence or willful default. IlA'TTr''T.T,' i7 Irrevocability; Additional Gifts; Governing Law; Number and Gender Section 5.1. Irrevocability. The Trust and any fund created under this Agreement is intended to be and shall be irrevocable, and the Donor hereby renounces any and every right, power or authority which the Donor otherwise might or could have to revoke, alter or amend this Agreement or any of the provisions hereof, or the Trust or any fund created hereunder. Section 5.2. Additional Gifts. The Donor and other persons may by deed or other appropriate instrument give to the Trustees additional funds, securities or properties, which shall become and be a part of the trust estate of the Trust or a fund, as the case may be, and as such shall be subject to all the provisions of this Agreement relating thereto; provided, however, that the Trustees shall have discretion to accept or reject any such gift . Section 5.3. Governing Law. This Agreement has been delivered to and accepted by the party of the second part in Pennsylvania and this Agreement and the Trust and each fund created under this Agreement shall be administered and construed in all respects in accordance with the laws of the Commonwealth of Pennsylvania. -18- • • Section 5.4. Number and Gender. Whenever used in this Agreement, the singular shall include the plural, the plural shall include the singular and the use of any gender shall be applicable to any other gender or to all genders. WITNESS the due execution hereof the day and year first above written. Signed, sealed and delivered in the presence of: --- ,. (SEAL ) (SEAL ) DOR J. TIN Trustee -19- • COMMONWEALTH OF PENNSYLVANIA ) SS: COUNTY OF ~' ~ G N~ ) On this, the g day of ~`~~-ems 2004, before me, a Notary Public, personally appeared HARRIET JUNE PIONTKOWSKI, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and official seal. Not ry Public COMIyf;~rJ`>'JE,yLT4-i OF PEI~iNSYLVANIA i __.._.~___.. My Commission Expires : ~ notarial Seal i Diana i_;~ rn ?-l:rnries, Notary Public City of ,"i'itsbirrgh, Allegheny County ~~Iy Commission Expires Mar. 29, 2008 i'vizrnber, Pennsytvania Association of Notaries t • COMMONWEALTH OF PENNSYLVANIA ) SS: COUNTY OF ~ ~ ) On this, the ~ day of ~~ _, 2004, before me, a Notary Public, personally appeared DOROTHY J. MARTIN, known to me (or satisfactorily proven) to be the person whose name is subscribed to the within instrument, and acknowledged that she executed the same for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand~and official seal. Notar`v Public My Commission Expires: NOTARIAL SEAL JAMES E. GREEN, Notary Public Camp Hill, Cumberland County M Commissieri EIS " Iris d~lfi~ :6~ 2006 ~~~~° ' ~~