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HomeMy WebLinkAbout12-16-100 J 1505610101 REV-1500 Ex `°1.1°' PA Department of Revenue Pennsylvania OFFICIAL USE ONLY Bureau of Individual Taxes DEVMTMENTOF0.EVENUE County Code Year File Number INHERITANCE TAX RETURN ~ ~ O PO BOX 28o6oi ~~ Harrisburg, PA i'Ji28-0601 RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death MMDDYYYY Date of Birth MMDDYYYY ,,~ ... _. , , _._ ., / , ( ~ , . ~ ~..~ ~ _.... _ r v ; Decedent's Last Name Suffix Decedent's First Name MI y~ur~, w,,y i~ , t (If Applicable) Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Spouse's First Name MI Spouse's Social Security Number THIS RETURN MUST BE FILED IN DUPLICATE WITH THE: REGISTER OF WILLS FILL IN APPROPRIATE OVALS BELOW ~ 1. Original Return O O 4. Limited Estate O O 6. Decedent Died Testate (Attach Copy of Will) O 9. Litigation Proceeds Received O 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) O 3. Remainder Return (date of death prior to 12-13-82) O 5. Federal Estate Tax Return Required 8. Total Number of ~~afe Deposit Boxes O 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 Nunnber ~.._..~. t~, ' .,,X ,° _i. ~ , ) .., ~ .. t ~~~ it ~ F , 7 i ~..,, tv ~ .. REGISTER OF,L~ USE ONt~ is-` First line of address ~- ~'"~ ~ ~ r -; - ,# - _ - ,- _. _ ~ r ~ t C ~ i t~ r ( ~ ~ _ '"" _ - . - \ ./ Second line of address - ~ ~ ~ , _~ = , ..~ i . `r Cit or Post Offs DATE FILED ~ y ce State ZIP Code Y 1 Correspondent's a-mail address: 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 representative is based on all information of which preparer has any knowledge. SIGNATURE OF PERSON RESPONSIBLE FOR FILING RETURN DATE \~ ~ ADDRESS _ } _ _. _ SIGNATURE OF PREPARER OTHER THAN REPRESENTATIVE `^` DArE= ADDRESS PLEASE USE ORIGINAL FORM ONLY Side 1 15056101,01 1505610101 t 1505610105 REV-1500 EX Decedent's Name: Decedent's Social Security Number RECAPITULATION 1. Real Estate (Schedule A) . ......................................... .. 1. ~~ ~ 2. Stocks and Bonds (Schedule B) 2. , ~. . '~~ ~ ~ (~ ,~; ~ ' 3. Closely Held Corporation, Partnership or Sole-Proprietorship (Schedule C) ... .. 3. 4. Mortgages and Notes Receivable (Schedule D) ......................... .. 4. ~~ 5. Cash, Bank Deposits and Miscellaneous Personal Property (Schedule E)..... .. 5. (~ 1 ~ ~ ~ I 6. Jointly Owned Property (Schedule F) O Separate Billing Requested ..... .. 6. •. ~. 7. Inter-Vivos Transfers & Miscellaneous Non-Probate Property (Schedule G) O Separate Billing Requested 7 _._ f`~ ~`~ ~~ ~ ...... .. . ~ 8. Total Gross Assets (total Lines 1 through 7) ........................... .. 8. 9. Funeral Expenses and Administrative Costs (Schedule H) ........... ........ 9. ~~ 10. Debts of Decedent, Mort a e Liabilities, and Liens Schedule I 9 9 ( ) ...... 10. ........ ~ ~'~~~`~ 11. Total Deductions (total Lines 9 and 10) ......................... ........ 11. f _ a,. 12. Net Value of Estate (Line 8 minus Line 11) ...................... ........ 12. ~ ~, ~ r ~ 5 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made (Schedule J) ................ ........ 13. ~., 14. Net Value Subject to Tax (Line 12 minus Line 13) ................ ........ 14. G' ~ cs~ ~ ~ ~ ~ t -~ I• TAX CALCULATION -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 .0_ 15. 16. Amount of Line 14 t able at lineal rate X .0 ~~ ~ 16. _ ~ ~~ ~ ~ ~ (~ --~i p V 17. Amount of Line 14 taxable r at sibling rate X .12 17. 18. Amount of Line 14 taxable at collateral rate X .15 18. 19. TAX DUE ................................................. ........ 19. ~ ~ ~ ~ ~~ ~' 20. FILL IN THE OVAL IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT O Side 2 1,505610105 1505610105 REV-1500 EX Page 3 File Number Decedent's Complete Address: ~. _ ---r- STREET ADDRESS ~ _- ----~--_~- --- --- ~ ~ ~ ~ ., I ..... ~~: 1__- ____.__.-.-____. __. .._-_.__._ r _- .._.... _.. __. 4 ---- __-____.--. ___- -__ CITY ~ ~~, ~°~', STATE ZIP ~.°: Tax Payments and Credits: 1. Tax Due (Page 2, Line 19) 2. Credits/Payments A. Prior Payments B. Discount 3. Interest 4. If Line 2 is greater than Line 1 + Line 3, enter the difference. This is the OVERPAYMENT. Fill in oval on Page 2, Line 20 to request a refund. 5. If Line 1 + Line 3 is greater than Line 2, enter the difference. This is the TAX DUE. Total Credits (A + B) (2) _ ~,w,' (4) `~' (5) ~~ ~ 11 4 '~ Make check payable to: REGISTER OF WILLS, AGENT. PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: Yes No 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 Dec. 12, 1982, did decedent transfer property within one year of death without receiving adequate consideration? ........................................................................................................ ...... ^ 3. Did decedent own an "in trust for" or payable-upon-death bank account or security at his or her death? ........ ...... ^ 4. Did decedent own an individual retirement account, annuity or other non-probate property, which contains a beneficiary designation? .................................................................................................................. ...... ~ ^ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES, YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN. For dates of death on or after July 1, 1994, and before Jan. 1, 1995, the tax rate imposed on the net value of transfers to or for the ruse of the surviving spouse is 3 percent [72 P.S. §9116 (a) (1.1) (i)]. For dates of death on or after Jan. 1, 1995, the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 0 percent [72 P.S. §9116 (a) (1.1) (ii)]. The statute does not exempt 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 21 years of age or younger at death to or for thE~ use of a natural parent, an adoptive parent or a stepparent of the child is 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 4.5 percent, except as noted in 72 P.S. §9116(1.2) [72 P.S. §9116(aj(1)]. • The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is 12 percent [72 P.S. §9116(a)(1.3)]. Asibling is defined, under Section 9102, as an individual who has at least one parent in common with the decedent, whether by blood or adoption. ~;EV-1503 EX+ (6-98) SCHEDULE B COMMONWEALTH OF PENNSYLVANIA STOCKS & BONDS INHERITANCE TAX RETURN RESIDENT DECEDENT ESTATE OF _ FILE WUMBER ,~ All property jointly-owned with right of survivorship must be disclosed on Schedule F. ITEM NUMBER DESCRIPTION VALUE AT DATE OF DEATH ' ~' ~ C < ~''~ ...' we V ~. t I~ ~ ,.~ ~ \.-,.. ` ~~ I ~ (,', ~ C~ „~ ~' ,I ~ V ' X11 `~ ~ 1 ., „~ ~ -.,..., s , ~~ {. ~{ ~~ ~ . ti~ 1-~ 1 v`~ ~'Y~ l-~ro ~,. 'v ,4,A , ~i~ ~ 4~ ~ ~ ~ r ,, ,` .~ aV, gyn. tom, ~„ ~ ~ ~ ~~~ ( J7 •' 4 }} ('7 •u ~_..~ ~~ ~' ~/ cam' ~,~ ..,...E ~-- TOTAL (Also enter on line 2, Recapitulation) $ l ~ ~ ~ ~ , ~, (If more space is needed, insert additional sheets of the same size) 'hEV-1508 EX+ (6-98) COMMONWEALTH OF PENNSYLVANIA INHERITANCE TAX RETURN RESIDENT DECEDENT SCNEDt~LE E CASH, BANK DEPOSITS, & MISC. PERSONAL PROPERTY __ ESTATE OF V ~ ~ ~ _~._ FILE NUMBER Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly-owned with right of survivorship must be disclosed on Schedule F. ~~ 3 ~.. ~~ ~, (If more space is needed, insert additional sheets of the same size) REV-1510 EX+ (08-09) ~ Pennsylvania DEPARTMENT OF REVENUE INHERITANCE TAX RETURN RESIDENT DECEDENT SCHEDULE G INTER-VIVOS TRANSFERS AND MISC. NON-PROBATE PROPERTY ESTATE OF ~ ~-- ~.._.__ FILE NUMBER. This schedule must be completed and filed if the answer to any of questions 1 through 4 on page three of the REV-1500 is yes. ITEM NUMBER DESCRIPTION OF PROPERTY INCLUDE THE NAME OF THE TRANSFEREE, THEIR RELATIONSHIP TO DECEDENT AND THE DATE OF TRANSFER. ATTACH A COPY OF THE DEED FOR REAL ESTATE. DATE OF DEATH VALUE OF ASSE T % OF DECD'S INTEREST EXCLUSION (IF APPLICABLE) TAXABLE VALUE 1. ~~~v~ ~~~~..~ ~ ~ ~ / 29~`~~ ~ Zg3~7/ Imo- ~,1 ~ ~~. ~ ~~C~2a3 2 ~~~U,~, ~.~ . ~ ~ T ~.,~ "~ ~ ~. 3 ~g ~ j ~ ~ _ 7 ~,~ TOTAL (Also enter on Line 7, Recapitulation) $ I ~ ~~ ~ ~ ~ ~ ~•00 r If more space is needed, use additional sheets of paper of the same size. v REVOCABLE LIVING TRUST AGREEMENT THIS• AGREEMENT AND DECLARATION OF TRUST, made effective the ~~ day of ~ , 20~_, by EVELYN F. JACKSON, Grantor, Settlor and Trustee, who resides at 129 Newvi~le Road, Shippensburg, County of Cumberland, Commonwealth of Pennsylvania., does hereby establish a Trust upon the conditions and for the purposes hereafter set forth. WITNESSETH: WHEREAS, in order to provide the future comfort and security to himself a.nd the other beneficiaries hereafter mentioned, Grantor desires to create a revocable trust for the purposes hereinafter set forth; ARTICLE ONE Terms of the Trust Section 1.01 -Trust Estate Defined NOW, THEREFORE, in consideration of the premises and of the Covenants herein contained this Revocable Trust is formed to hold title to real and personal property for the benefit of the ;Settlor of this Trust and to provide for the orderly use and transfer of these assets upon the death of the Settlor. The "Trust Estate" is defined as all property transferred or conveyed to and received by the "Trustee held pursuant to the terms of this instrument. The Trustee is required to hold, administer, and distribute this property as provided in this Trust Agreement. The name of this Trust Agreement shall be: THE EVELYN F. JACKSON REVOCABLE LIVING TRUST AGREEMEN'T' DATED l!~ ~j , 20~ Section 1.02 -Definitions of Terms As used in this Trust Agreement: 1. The term "Settlor" shall mean EVELYN F. JACKSON. 2. The term "Descendant" shall mean the lawful issue of a deceased parent in the line of descent, but does not include the issue of any parent who is a descendant ofd the deceased person in question and who is living at the time in question. 3. The terms "Child" and "Descendant" include any issue born to decedent, a. child legally adopted by the decedent, and a posthumous child of a decedent. A posthumous child is to be considered as living at the time of his or her parent's death. 4. The term "Survives" or "Surviving", unless otherwise indicated herein, shall be construed to mean surviving the decedent for at least sixty (60) days. If the person referred to dies REVOCABLE LIVING TRUST AGREEMENT Page 1 • within sixty (60) days of the death of the decedent, the reference to him or her will be construed as if he or she had failed to survive the decedent; provided, however, that any such person will have, during such period, the right to the use and enjoyment as a life tenant of all property in which his or her interest will fail by reason of death during such period. 5. The term "Issue" will include all natural and adopted children, if applicable, and descendants and those legally adopted into the line of descent. 6. The term "Per Stirpes" means strict per stirpes and does not mean per capita with representation. Beneficiaries entitled to take under a "per stirpes" clause; will include both natural and adopted children and their descendants. 7. The terms "Trust Assets" and "Trust Estate" include all assets of any trust created hereunder and income derived from such assets and all proceeds of any description derived from the sale, exchange, or other disposition of such assets. 8. When required to give reasonable effect to the context in which used, pronouns in the masculine, feminine, or neuter gender include each other, and nouns and pronouns in the plural or singular number include each other. Section 1.03 -Trustee Designation Settlor is hereby designated as Trustee. The term "Trustee" as used in this Trust Agreement: shall refer to Settlor so long as he or she serves as Trustee, and/or to any successor Trustee who assumes the role of Trustee. These Trustees shall serve in the order as provided in Section 8.01 of this Trust Agreement. Section 1.04 -Additions to Trust Properties 1. The Trustee, at any time during the continuance of this Trust in his or her sole discretion after consideration of the possible tax consequences to all concerned, is authorized to receive into the Trust additions of cash and other properties from any source whatsoever, whether b:y gift, will, or otherwise. However, the Trustee shall accept all assets which any person or persons may give, devise, or bequeath by Last Will and Testament to this Trust, and shall accf;pt all assets transferred to this Trust pursuant to the provisions of any other Trust document or documents. 2. In addition, any person or persons may designate this Trust as the Beneficiary, Primary or Contingent, of any death benefits to include insurance benefits, pension benefits, or other benefits. Until such benefits mature, the Trustee shall have no responsibility with respect to those benefits. Section 1.05 -Apportionment The Trustee of the Trust is directed to apportion receipts and expenditures of the types described below between principal and income as follows: 1. Whenever the principal, or any part thereof, of the Trust property is invested in securities purchased at a premium or at a discount, any premium will be charged against principal and any discount will be credited to principal; REVOCABLE LIVING TRUST AGREEMENT Page 2 2. Any stock dividends and rights to purchase additional stock issued on securities held in trust will be treated as principal. All other dividends, except liquidating distributions, will be treated as income; and 3. The amount of any applicable depletion allowance for federal income tax purposes will be treated as income. Section 1.06 -Discretionary Termination The Trustee may terminate any Trust when, in the opinion of the Trustee, the principal is reduced to such an extent that it is not in the best interest of the Beneficiary or Beneficiaries to continue the Trust. The judgment of the Trustee with respect to this decision to terminate will be final and not subject to judicial review. If the Trustee terminates a Trust according to this Section, the date the Trust terminates will be deemed the date fixed for termination of the Trust, and the Trustee will distribute the assets of the terminating Trust to the Beneficiary or Beneficiaries pursuant to this Agreement. Section 1.07 -Amendment and Revocation At any time during the life of the Settlor, the Settlor may, by a duly executed instrument bled with the Trustee: 1. Amend this Trust Agreement in any manner; and/or 2. Revoke this Trust Agreement in part or in whole. If the Trust Agreement is revoked. i.n whole, the Trustee shall transfer title to all Trust property of every kind and description 'back into the individual name of the Settlor. The instrument of amendment or revocation shall be effective immediately upon its proper execution by the Settlor, but until a copy has been -received by a Trustee, that Trustee shall not incur any liability or responsibility either (i) for failing to act in accordance with such instrument or (ii) for acting in accordance with the provisions of this Trust Agreement without regard to such instrument. 3. Withdraw from the Trust Estate all or any part of the principal and accumulated income of the Trust to satisfy liabilities lawfully incurred in the administration of this Trust. Section 1.08 -Revocation or Alteration by Settlor Alone The rights of revocation, withdrawal, alteration, and amendment reserved in this Article may only be exercised by the Settlor and may not be exercised by any other person, including an agent, .a guardian, or a conservator. Section 1.09 -Irrevocability Except as otherwise provided, on the death of Settlor, the designation of Beneficiaries of s~-ecific gifts in this Trust shall become irrevocable and not subject to amendment or modification. Section 1.10 -Settlor Powers The Settlor shall be the Trustee unless and until he or she resigns in writing or is determined incompetent under the terms provided herein. The Settlor shall retain all absolute rights to discharge c-r replace any Successor Trustee so long as the Settlor is competent. REVOCABLE LIVING TRUST AGREEMENT Page 3 ARTICLE TWO Trust Administration Section 2.01 -Trust Income During the life of the Settlor, the Trustee shall at least annually, unless otherwise directed by Settlor in writing, pay to or apply for the benefit of Settlor, all of the net income from the Trust Estate. Section 2.02 -Protection of Settlor in Event of Incapacity During the life of the Settlor, should Settlor become incapacitated as defined in Section 2.0:3 below, the Trustee may, in the Trustee's absolute discretion, pay income and principal for the benefit of the incapacitated Settlor, and may pay to or apply for the benefit of that Settlor such sums from the net income and from the principal of the Estate of the Trustee, in the Trustee's absolute discretion, believes is necessary or advisable for the medical care, comfortable maintenance, and welfare of the Settlor. Section 2.03 -Incapacity In the event that any Trustee or any Beneficiary hereunder comes into possession of any of tlhe following: A jurisdictionally applicable court order holding the party to be legally incapacitated to act on his or her behalf and appointing a guardian or conservator to act for him or her; or 2. Written certificates which are duly executed, witnessed, and acknowledged of two licensed physicians, each certifying that the physician has examined the person and has concluded that, by reason of accident, mental deterioration, or other cause, such person has become incapacitated and can no longer act rationally and prudently in his or her own financial best interest; or 3. Evidence which such Trustee or Beneficiary deems to be credible and currently applicable that a person has disappeared, is unaccountably absent, or is being detained under duress, and that he or she is unable to effectively and prudently look after his or her own best interest;, then in that event and under those circumstances: a. Such person is deemed to have become incapacitated, as that term is used in this Trust agreement; and b. Such incapacity is deemed to continue until such court order, certificates, and / or circumstances are inapplicable or have been revoked. A physician's certificate to the effect that the person is no longer incapacitated shall revoke a certificate declaring the person incapacitated. The certificate which revokes the earlier certificate ma;y be executed by either the original certifying physician or by two other licensed, board certified physicians. No Trustee shall be under any duty to institute any inquiry into a person's possible incapacity. T?he reasonable expense of any such inquiry shall be paid from the Trust Assets. Section 2.04 -Principal Invasion During the life of the Settlor, should the net income of assets contained in this Trust at the time of the Settlor's incapacity be insufficient to provide for the care, maintenance, or support of the Settlor as herein defined, the Trustee may, in the Trustee's sole and absolute discretion, pay to or apply for the benefit of . the Settlor or any of their dependents, such amounts from the principal of the Trust Estate as the Trustee deems necessary or advisable for the care, maintenance, or support of the Settlor. REVOCABLE LIVING TRUST AGREEMENT Page 4 Section 2.05 -Residence If the Settlor's residence property is a part of the Trust, the Settlor shall have possession of and full management of the residence and shall have the right to occupy it free of rent. Any expense:> arising from the maintenance of the property and from all taxes, liens, assessments, and insurance premiums, are to be paid from the Trust to the extent that assets are available for payment. It is the intent of the Grantor to retain all homestead rights available to him or her under the applicable state law. ARTICLE THREE Administration/Distribution of Trust Section 3.01 -Death On the death of the Settlor, the Trustee shall distribute the principal of the Trust and arty accrued or undistributed income from the principal of the Trust in such a manner and to such persons, including the Estate of the Creditors, as directed in this Trust Agreement. Section 3.02 -Payment of Death Expenses On the death of the Settlor, the Trustee shall pay from the Trust Estate constituting the Settlor's last illness, funeral, burial and any inheritance, estate, or death taxes that may be due by reason of the Settlor's death, unless the Trustee in his or her absolute discretion determines that other adequate provisions have been made for the payment of such expenses and taxes. Section 3.03 -Trust Income and Principal Distribution 1. The Trustee shall apply and distribute the net income and principal of each of the shares of the resulting Trust Estate, after giving effect to the section of this Trust Agreement entitled "Special Directives" to the following Beneficiaries in the indicated fractional shares: Barbara A. Reed 1/3 Patricia J. Minnelli 1/3 James P. Jackson 1/3 2. If any of the above Beneficiaries, or any other Beneficiary, is under the age of 21 years when the distribution is to be made, the Trustee shall have authority to distribute the same, in whole or in part, to a custodian for the minor appointed under a Uniform Gifts or Transfers to Minors Act, or the Trustee may retain any such property and administer and distribute the same for the benefit of the minor, paying to or for the benefit of such minor so much of the income and principal of the retained property from time to time as the Trustee deems advisable for the health, education, support, and maintenance of the minor. When the person for whom the property i.s held attains the age of 21 years, the property shall thereupon be distributed to him or her free of~ trust unless otherwise stated in this Agreement. If the minor should die before attaining the age of majority, the property shall then be paid and distributed to the estate of the minor. 3. If all of the Settlor's Beneficiaries and their children should fail to survive the final distribution of the Trust Estate, all of the Trust Estate not disposed of as hereinabove proviided shall be distributed as provided for in this Trust Agreement. REVOCABLE LIVING TRUST AGREEMENT Page S Section 3.04 -Principle of Representation If a Beneficiary of the Settlor should fail to survive to collect his or her share, that share shall pass to the surviving issue of that deceased Beneficiary per stirpes and with right of representation. ARTICLE FOUR Trustee Powers & Provisions Section 4.01 -Non-Income Producing Property During the life of the Settlor, the Trustee is authorized to retain in the Trust, for so long as the Trustee may deem advisable, any property received by the Trustee from the Settlor, whether or not such property is of the character permitted by law for the investment of Trust funds. Section 4.02 -Trustee Powers The Trustee shall have all powers conferred upon a Trustee by law for the orderly admini;;tration of the Trust Estate. If any property is distributed outright under the provision of this Trust Agreement to a person who is a minor, distribution may be made under the Pennsylvania Uniform Transfer 1:o Minors Act ("PAUTMA"). The Trustee is further authorized to sign, deliver, and/or receive any documents necessary to carry out the powers contained within this Section. The Trustee of any trust created under this Trust Agreement (including any substitute or successor Trustee) will have and be subject to all of the powers, duties, and responsibilities granted c-r imposed by the Pennsylvania Consolidated Statutes (20 Pa. C.S. Section 101 et seq.) as such Statute miay provide at the time of administration of the Trust, except to the extent that the same are inconsistent with the provisions of this Agreement. Section 4.03 -Specific Powers of Trustee In addition, the Trustee will have the following specific powers: Trust Estate: The Trustee may leave invested any property coming into its hands hereunder in any form of investment even though the investment may not be of the character of investments permitted by law to trustees, without liability for loss or depreciation in value. They Trustee may sell, mortgage, exchange, or otherwise dispose of and reinvest property which may at any time be apart of the Trust Estate upon such terms and conditions as the Trustee may deem advisable. The Trustee may invest and reinvest the Trust Assets from time to time in any property, real, personal, or mixed, including without limitation, securities of domestic and foreign corporations and investment trusts or companies, bonds, debentures, preferred stocks, common stocks, mortgages, mortgage participation, and interests in common trust funds, all with complete discretion to convert realty into personalty or personalty into realty or otherwise change the character of the Trust Estate, even though such investment (by reason of its character, amount, proportion to the total Trust Estate, or otherwise) would not be considered appropriate for a fiduciary apart from this provision and even though such investment caused part or all of the total Trust Estate to be invested in investments of one type or of one business or company. 2. Holding Property: The Trustee may hold property in the Trustee's name, as trustee, or in the name of a nominee without disclosing the Trust. REVOCABLE LIVING TRUST AGREEMENT Page 6 3. Release of Power: If the Trustee deems it to be in the best interest of the Trust and its Beneficiaries, the Trustee, by written instrument signed by such Trustee, will have t;he power and authority to release, disclaim, or restrict the scope of any power or discretion granted in this Trust Agreement or implied by law. 4. Agents, Employees: The Trustee may employ one or more agents to perform any act of administration, whether or not discretionary, including attorneys, auditors, investment managers, or others, as the Trustee shall deem necessary or advisable. The Trustee may compensate agents and other employees and may delegate to them any and all discretions and powers. 5. Leases: The Trustee may lease any Trust Assets generally or for oil, gas, and mineral development, even though the lease term may extend beyond the term of the Trust: of which the property is a part. The Trustee may enter into any covenants and agreements relating to the property so leased or concerning any improvements which may then or thereafter be erected on such property. 6. Common Funds: The Trustee may hold any of the Trust Assets in a common fund with property from other trust estates and may make investments jointly with any other trust, the property of which is included in the common fund. 7. Securities: With respect to securities held in the Trust Estate, the Trustee may e:?~ercise all the rights, powers, and privileges of an owner, including but not limited to, the powel• to vote, give proxies, and to pay assessments and other sums deemed by the Trustee necessary for the protection of the Trust Estate. In addition, the Trustee may participate in voting trusts, foreclosures, reorganizations, consolidations, mergers, and liquidations, and in connection therewith, to deposit securities with and transfer title to any protective or other committee under such terms as the Trustee may deem advisable. In addition, the Trustee may exercise or sell stock subscription or conversion rights and may accept and retain as an investment an`t securities or other property received through the exercise of any of the foregoing powers, regardless of any limitations elsewhere in this instrument relative to investments by the Trustee. In addition, The Trustee may Buy, sell exchange, assign, convey, settle and exercise commodities future contracts and call and put options on stocks and stock indices traded on a regulated options exchange and collect and receipt for all proceeds of any such transactions. Establish or continue option accounts for the principal with any securities of a futures broker. In general, exercise all powers with respect to commodity and option transactions that the principal could if present. 8. Purchases from Estate: The Trustee may purchase property of any kind from the Executor or Administrator of the Estates. 9. Lending: The Trustee may make loans, secured or unsecured, to the Executor or Administrator of the Estate, to any Beneficiary of the Trust, or to the Trustee. Further, the Tnzstee may use Trust Assets to guarantee obligations of any income Beneficiary of the Trust (unless such Beneficiary is serving as Trustee). 10. Distributions to or for Beneficiaries: The Trustee may make any distribution contemplated by this Trust Agreement (1) to the Beneficiary; (2) if the Beneficiary is under a legal disability or if the Trustee determines that the Beneficiary is unable to properly manage his or hf;r affairs, to a person furnishing support, maintenance, or education for the Beneficiary or wiith whom the Beneficiary is residing for expenditures on the Beneficiary's behalf; or (3) if the Beneficiary is a minor, to a trustee of an existing trust established exclusively for the benefit of such minor, whether created by this Trust Agreement or otherwise, or to a custodian for the Beneficiary, as selected by the Trustee, under the Pennsylvania Uniform Transfer to Minors Act. Alternatively, REVOCABLE LIVING TRUST AGREEMENT Page 7 the Trustee may apply all or a part of the distribution for the Beneficiary's benefit. Any distribution under this paragraph will be a full discharge of the Trustee with respect thereto. On any partial or final distribution of the Trust Assets, the Trustee may apportion and allocate the assets of the Trust Estate in cash or in kind, or partly in cash and partly in kind, oi- in undivided interests in the manner deemed advisable at the discretion of the Trustee and to sell'. any property deemed necessary by the Trustee to make the distribution. The Trustee may distribute gifts of up to the maximum allowable per year per donee out of principal and/or interest. 11. Insurance: The Trustee may purchase new life insurance, pay the premiums on existing life insurance on the life of any Trust Beneficiary, purchase annuities (either commercial or private) from any corporation, trust, or individual, and may procure and pay the premiums on other insurance of the kinds, forms, and amounts deemed advisable by the Trustee 1:o protect the Trustee and the Trust Estate. 12. Borrowing: The Trustee may borrow money from the Trust Estate and others. To secure the repayment thereof, the Trustee may mortgage, pledge, or otherwise encumber part or all of the Trust Assets, and in connection with the acquisition of any property, the Trustee inay assume a liability or may acquire property subject to a liability. 13. Repairs: The Trustee may make ordinary and extraordinary repairs and alterations to buildings or other Trust Assets. 14. Reserves: The Trustee may establish such reserves out of income for taxes, assessments, repair, and maintenance as the Trustee considers appropriate. 15. Continuation of Business: The Trustee may continue any business or businesses in which the Trust has an interest at the time of the Settlor's death for so long as the Trustee may, in its sole discretion, consider necessary or desirable, whether or not the business is conducted by the Settlor at the time of his/her death individually, as a partnership, or as a corporation wholly owned or controlled by him, with full authority to sell, settle, and discontinue any of them when and upon such terms and conditions as the Trustee may, in its sole discretion, consider necessary or desirable. 16. Retain Property for Personal Use: The Trustee may retain a residence or other property for the personal use of a Beneficiary and to allow a Beneficiary to use or occupy the retained property free of rent and maintenance expenses. 17. Dealings with Third Parties: The Trustee may deal with any person or entity regardless of relationship or identity of any Trustee to or with that person or entity. The Trustee may hold or invest any part of or all of the Trust Estate in common or undivided interests with that person or entity. 18. Partitions, Divisions, Distributions: The Trustee will have the power to make all partitions, divisions, and distributions contemplated by this Trust Agreement. Any partitions, divisions, or other distributions may be made in cash, in kind, or partly in cash and partly in kind, in any manner that the Trustee deems appropriate (including composing shares differently). The Trustee may determine the value of any property, which valuation will be binding on all Beneficiaries. No adjustments are required to compensate for any partitions, divisions, or distributions having unequal consequences to the Beneficiaries. 19. Claims, Controversies: The Trustee may maintain and defend any claim or controversy by or against the Trust without the joinder or consent of any Beneficiary. The Trustee m,ay commence REVOCABLE LIVING TRUST AGREEMENT Page 8 or defend at the expense of the Trust any litigation with respect to the Trust or any property of the Trust Estate as the Trustee may deem advisable. The Trustee may employ, for reasonable compensation, such counsel as the Trustee shall deem advisable for that purpose. 20. Merger of Trusts: If at any time the Trustee of any trust created hereunder shall also be acting as trustee of any other trust created by trust instrument or by trust declaration for the benefit of the same beneficiary or beneficiaries and upon substantially the same terms and conditions, the Trustee is authorized and empowered, if in the Trustee's discretion such action is in the best interest of the Beneficiary or Beneficiaries, to transfer and merge all of the assets then held under such trust created pursuant to this Trust Agreement to and with such other trust and thereupon to terminate the trust created pursuant to this Trust Agreement. The Trustee is further authorized to accept the assets of any other trust which may be transferred to any trust created hereunder and to administer and distribute such assets and properties so transferred in accordance with the provisions of this Agreement. 21. Termination of Small Trust: Any corporate Trustee which is serving as the sole Trustee of any Trust or any Share thereof may at any time terminate such Trust or Share if, in the T'rustee's sole judgment, the continued management of such Trust or Share is no longer economical because of the small size of such Trust or Share and if such action will be deemed to be in the: best interests of the Beneficiary or Beneficiaries. In case of such termination, the Trustee will distribute forthwith the share of the Trust Estate so terminated to the income Beneficiary, per stirpes. Upon such distribution, such Trust or Share will terminate and the Trustee will not: be liable or responsible to any person or persons whomsoever for its action. The Trustee will not be liable for failing or refusing at any time to terminate any Trust or a Share thereof as authorized by this paragraph. 22. Power to Determine Income and Principal: Dividends payable in stock of the issuing corporation, stock splits, and capital gains will be treated as principal. Except as herein otherwise specifically provided, the Trustee will have full power and authority to determine the manner in which expenses are to be borne and in which receipts are to be credited as between principal and income. The Trustee has the power to determine what will constitute principal or income and may withhold from income such reserves for depreciation or depletion as the Trustee may deem fair and equitable. In determining such matters, the Trustee may give consideration to the provisions of the Pennsylvania Statutes (or its successor statutes) relating to such smatters, but it will not be bound by such provisions. 23. Generation-Skipping Taxes and Payment: If the Trustee considers any distribution or termination of an interest or power hereunder as a distribution or termination subject to a generation-skipping tax, the Trustee is authorized: a. To augment any taxable distribution by an amount which the Trustee estimates to be sufficient to pay such tax and charge the same to the particular trust to 'which the tax related without adjustment of the relative interests of the Beneficiaries; b. To pay such tax, in the case of a taxable termination, from the particular trust to which the tax relates without adjustment of the relative interests of the Beneficiaries. If such tax is imposed in part by reason of the Trust Assets, the Trustee will pay only the portion of such tax attributable to the taxable termination hereunder taking into consideration deductions, exemptions, credits, and other factors which the Trustee deems advisable; and REVOCABLE LIVING TRUST AGREEMENT Page 9 c. To postpone final termination of any particular trust and to withhold any portion or all of the Trust Estate until the Trustee is satisfied that the Trustee no longer has any liability to pay any generation-skipping tax with reference to such trust or its termination. Section 4.04 -Special Provision for S Corporation Stock Notwithstanding what is otherwise provided in this Trust Agreement, if at any time the Trust contains any stock of a corporation which elects or has elected treatment as an "S Corporation" as defined by Section 1361(a)(1) of the Internal Revenue Code (or any corresponding successor statute), such stock will be segregated from the other assets of such and treated as a separate trust. The Trustee will further divide the separate trust into shares for each Beneficiary and such shares will be distributed outright or held in trust as herein provided. In addition, all other provisions of this Trust Agreement will apply to each share held in trust (and constituting a separate trust) except that the Trustee will distribute all of the income from each separate trust to its Beneficiary in convenient installments at least annually. It is the Settlor's intent that each separate trust will be recognized as a "Qualified Subchapter S Trust" ("QSST") sunder Section 1361(d)(2) of the Internal Revenue Code (or any corresponding successor statute). Notwithstanding any provisions of this Trust Agreement to the contrary, the Trustee's powers and discretions with respect to the administration of each separate trust (including methods of accounting, bookkeeping, making distributions, and characterizing receipts and expenses) will not be exercised or exercisable except in a manner consistent with allowing each separate trust to be treated as a QSST as above described. ARTICLE FIVE Trustee Powers with a Probate Estate Section 5.01 -Coordination with Settlor's Probate Estate 1. At any time during the continuance of this Trust, including subsequent to the death of Settlor, the Trustees may, in their sole and uncontrolled discretion, distribute to the deceased Se~ttlor's Probate Estate cash and/or other property as a Beneficiary of the Trust. 2. All other provisions to the contrary notwithstanding, under no circumstances shall any restricted proceeds, as hereinafter defined, be either directly or indirectly: (i) distributed to or for the benefit of the Settlor's Executors or the Settlor's Probate Estate; or (ii) used to pay any other obligations of the Settlor's Estate. The term "Restricted Proceeds" means: a. All qualified plans, individual retirement accounts, or similar benefits which are received or receivable by any Trustee hereunder, and which are paid solely to a Bene:~ciary other than the Executor of the Settlor's Gross Estate for Federal Estate Tax purposes; and b. All proceeds of insurance on the Settlor's life which, if paid to a Beneficiary other than the Settlor's Estate, would be exempt from inheritance or similar death taxe<.> under applicable state death laws. Section 5.02 -Direction to Minimize Taxes In the administration of the Trust hereunder, its Fiduciaries shall exercise all available tax related elections, options, and choices in such a manner as they, in their sole but reasonable judl;ment (where appropriate, receiving advice of tax counsel), believe will achieve the overall minimum in total combined present and reasonably anticipated future administrative expenses and taxes of all kinds. 'This applies not only to said Trust, but also to its Beneficiaries, to the other Trusts hereunder and their Beneficiaries, and to the Settlor's Probate Estate. REVOCABLE LIVING TRUST AGREEMENT Page 10 Without limitation on the generality of the foregoing direction (which shall to that extent supercede the usual fiduciary duty of impartiality), such Fiduciaries shall not be accountable to any person interested in this Trust or to Settlor's Estate for the manner in which they shall carry out this directior.~ to minimize overall taxes and expenses (including any decision they may make not to incur the expense: of a detailed analysis of alternative choices). Even though their decisions in this regard may result in increased taxes or decreased distributions to the Trust, to the Estate, or to one or more Beneficiaries, the Fiduciaries shall not be obligated for compensation readjustments or reimbursements which arise by reason of the manner in which the Fiduciaries carry out this direction. Section 5.03 -Judgment and Discretion of Trustee In the absence of proof of bad faith, all questions of construction or interpretation of any trusts created by this Trust Agreement will be finally and conclusively determined solely by the Trustee, according to the Trustee's best judgment and without recourse to any court. Each determination by the Trustee is binding on the Beneficiaries and prospective Beneficiaries hereunder, both in being and unborn, .as well as all other persons, firms, or corporations. The Trustee, when exercising any discretionary power relating to the distribution or accumulation of principal or income or to the termination of any trust, will be responsible only for lack of good faith in the exercise of such power. Each determination :may be relied upon to the same extent as if it were a final and binding judicial determination. In the event of a conflict between the provisions of this Trust Agreement and those of the Pennsylvania Statutes, the provisions of this Agreement will control. ARTICLE SIX Resolution of Conflict Section 6.01 -Resolution of Conflict Any controversy between the Trustee or Trustees and any other Trustee or Trustees, or between any other parties to this Trust, including Beneficiaries, involving the construction or application of an}r of the terms, provisions, or conditions of this Trust shall, on the written request of either or any disagreeing party served on the other or others, shall be submitted to arbitration. The parties to such arbitration shall each appoint one person to hear and determine the dispute and, if they are unable to agree, then the two persons so chosen shall select a third impartial arbitrator whose decision shall be final and conclusive upon both parties. The cost of arbitration shall be borne by the losing party or in such proportion as th.e arbitrator(s) shall decide. Such arbitration shall comply with the commercial arbitration rules of the American Arbitration Association, 140 West 51st Street, New York, NY 10200. Section 6.02 -Incontestability The beneficial provisions of this Trust Agreement are intended to be in lieu of any other riglhts, claims, or interests of whatsoever nature, whether statutory or otherwise, except bona fide pre-death debts, which any Beneficiary hereunder may have in Settlor's Estate or in the properties in trust hereunder. Accordingly, if any Beneficiary hereunder asserts any claim (except a legally enforceable debt), statutory election, or other right or interest against or in Settlor's Estate, or any properties of this Tnist, other than pursuant to the express terms hereof, or directly or indirectly contests, disputes, or calls into question, before any court, the validity of this Trust Agreement, then: 1. Such Beneficiary shall thereby absolutely forfeit any and all beneficial interests of~ whatsoever kind and nature which such Beneficiary or his or her heirs might otherwise have under this Trust Agreement and the interests of the other Beneficiaries hereunder shall thereupon be appropriately and proportionately increased; and REVOCABLE LIVING TRUST AGREEMENT Page 11 2. All of the provisions of this Trust Agreement, to the extent that they confer any benefits, powers, or rights whatsoever upon such claiming, electing, or contesting Beneficiary, shall thereupon become absolutely void; and 3. Such claiming, electing, or contesting Beneficiary, if then acting as a trustee hereunder, shall automatically cease to be a Trustee and shall thereafter be ineligible either to select, remove, or become a Trustee hereunder. Section 6.03 -Trust Contests and Specific Omissions If any beneficiary under this trust, singly or in conjunction with any other person or persons, directly or indirectly: 1. contests in any court the validity of this trust or, in any manner, attacks or seeksc to impair or invalidate any of its provisions; 2. contests in any court the validity of the Settlor's Trust or, in any manner, attacks or seeks to impair or invalidate any of its provisions; 3. seeks to obtain an adjudication in any proceeding in any court that this trust or any of its provisions or that Settlor's Trust or any of its provisions is void; 4. claims entitlement by way of any written or oral contract to any portion of the Settlor's estate, whether in probate or under this instrument; 5. unsuccessfully challenges the appointment of any person named as Trustee or successor Trustee of this Trust, 6. objects in any manner to any action taken or proposed to be taken in good faith by the Trustee Settlor's Trust; 7. objects to any construction or interpretation of this Trust, or any provision of it, that: is adopted or is proposed in good faith by the Trustee; ~~ 8. unsuccessfully seeks the removal of any person acting as Trustee of any Trust created under this instrument; 9. files any creditor's claim in Settlor's estate (without regard to its validity), whether the claim arose before or after the date of this instrument, but excepting claims for cash advanced or paid for expenses of the Settlor's last illness or funeral paid by said claimant; 10. attacks or seeks to invalidate any designation of beneficiaries for any life insurance policy on Settlor's life; 11. attacks or seeks to invalidate any designation of beneficiaries for any pension or IR.A or other form of qualified or non-qualified asset or deferred compensation account, .agreement or arrangement; 12. attacks or seeks to invalidate any trust which Settlor has created or may create during Settlor's lifetime, or any provision thereof, as well as any gift which Settlor has made or will made during Settlor's lifetime, whether before or after the date of this instrument; 13. attacks or seeks to invalidate any transaction by which Settlor sold any assets (whether to a relative of Settlor's or otherwise); or 14. refuses a request of Settlor's Trustee, Executor or other fiduciary to assist in the defense against any of the foregoing acts or proceedings, then that person's right to take any interest given to him or her by this trust shall be determined as it would have been determined if the person had predeceased the execution of this trust instrument without issue surviving. REVOCABLE LIVING TRUST AGREEMENT Page 12 The provisions of the foregoing paragraph shall not apply to any disclaimer by any person of any benefit under this trust or under the Settlor's Trust. In the event that any provision of this Article is held to be invalid, void or illegal, the same shall be deemed severable from the remainder of the provisions of this Article and shall in no way affect, impair or invalidate any other provision in this Article; and if such provision shall be deemed invalid due to its scope or breadth, such provision shall be deemed to exist to the extent of the scope or breadth permitted by law. Section 6.04 -Benefits Confidential The Settlor further declare that it is his/her desire and intent that the provisions of this Trust Agreement are to remain confidential as to all parties. The Settlor directs that only the information concerning the benefits paid to any particular Beneficiary shall be revealed to such individual and that no individual shall have a right to information concerning the benefits being paid to any other Beneficiary. ARTICLE SEVEN General Provisions Section 7.01 -Distribution in Kind or in Cash On any division of the assets of the Trust Estate in to shares or partial shares, and on any final or partial distribution of the assets of the Trust Estate, the Trustee, at his or her absolute discretion, m:ay divide and distribute undivided interests of such assets on a pro rata or non-pro rata basis, or may sell any part of or all of such assets and may make divisions or distributions in cash or partly in cash and partly in kind. The decision of the Trustee, either prior to or on any division or distribution of such assets, as to what constitutes a proper division of such assets of the Trust Estate, shall be binding on all persons interested in any trust provided for in this Trust Agreement. Section 7.02 -Spendthrift Provision Neither the principal nor the income of the trust shall be liable for the debts of a Beneficia~y~. Except as otherwise expressly provided in this Agreement, no Beneficiary of any trust shall have any right, power, or authority to alienate, encumber, or hypothecate his or her interest in the principal or income of this Trust in any manner, nor shall the interests of any Beneficiary be subject to the claims of his or her creditors or liable to attachment, execution, or other process of law. The limitations herein shall not restrict the exercise of any power of appointment or the right to disclaim. Section 7.03 -Definition of Children The terms "Child" and "Children" as used in this Agreement mean the lawful issue of a Settlor. This definition also includes children legally adopted by a Settlor. Section 7.04 -Handicapped Beneficiaries Any Beneficiary who is determined by a court of competent jurisdiction to be incompetent shall not have any discretionary rights of a Beneficiary with respect to this Trust, or to their share or portion thereof. The Trustee shall hold and maintain such incompetent Beneficiary's share of the Trust estatc; and shall, in the Trustee's sole discretion, provide for such Beneficiary as that Trustee would provide for a minor. Notwithstanding the foregoing, any Beneficiary who is diagnosed for the purposes of ;governmental benefits (as hereinafter delineated) as being not competent or as being disabled, and who shall be entitled to governmental support and benefits by reason of such incompetency or disability, shall cease to be a Beneficiary of this Trust. Likewise, they shall cease to be a Beneficiary if any share or portion of the REVOCABLE LIVING TRUST AGREEMENT Page 13 principal or income of the Trust shall become subject to the claims of any governmental agency for costs or benefits, fees, or charges. The portion of the Trust Estate which, absent the provisions of this section, would have been the share of such incompetent or handicapped person shall be retained in trust for as long as that individual lives. The Trustee, at his or her sole discretion, shall utilize such funds for the maintenance of that individual. If such individual recovers from his or her incompetency or disability and is no longer eligible; for aid from any governmental agency, including costs or benefits, fees, or charges, such individual shall be reinstated as a Beneficiary after 60 days from such recovery and the allocation and distribution provisions as stated herein shall apply to that portion of the Trust Estate which is held by the Trustee subject to 'the foregoing provisions of this section. If said handicapped Beneficiary is no longer living and shall leave children then living, the deceased child's share shall pass to those children per stirpes. If there are no children, the share shall be allocated proportionately among the remaining Beneficiaries. ARTICLE EIGHT Successor Trustee Appointments Section 8.01 -Trustees All Trustees are to serve without bond. The following will act as Trustees of any Trusts created by this Trust Agreement, in the following order of succession: First: The undersigned, Evelyn F. Jackson. Second: At the death or incapacity of Evelyn F. Jackson, Patricia J. Minnelli shall serve as First Successor Trustee. Third: Barbara A. Reed shall serve as Second Successor Trustee. Fourth: James P. Jackson shall serve as Third Successor Trustee. Last: A Trustee chosen by the majority of Beneficiaries, with a parent or legal guardian voting for minor Beneficiaries; provided, however, that the children of any deceased Beneficiary shall collectively have only one vote. Section 8.02 -Allocation and Distribution of The Trust Assets The Trustees shall allocate, hold, administer, and distribute the Trust Assets as hereinafter provided: 1. Upon the death of the Settlor, the Trustee shall make any separate distributions the Trust Assets in the manner hereinafter prescribed. Section 8.03 -Personal Property Distribution Notwithstanding any provision of this Trust Agreement to the contrary, the Trustee must abide by any memorandum by the Settlor, particularly that contained in the section entitled "Special Directives" incorporated into this Trust Instrument, directing the disposition of Trust Assets of every kind including, but not limited to, furniture, appliances, furnishings, pictures, china, silverware, glass, books, jewelry, wearing apparel, and all policies of fire, burglary, property damage, and other insurance on or in connection with the use of property. Otherwise, any personal and household effects of the Settlor shall be distributed with the remaining assets of the Trust Estate. REVOCABLE LIVING TRUST AGREEMENT Page 14 Section 8.04 -Liability of Trustee The Trustee will not be responsible or liable for any loss which may occur by reason of depreciation in value of the properties at any time belonging to the Trust Estate nor for any other loss which may occur, except that the Trustee will be liable for each Trustee's own negligence, neglect, default, or willful wrong. The Trustee will not be liable or responsible for the acts, omissions, or defaults of any agent or other person to whom duties may be properly delegated hereunder (except officers or regular employees of the Trustee) if such agent or person was appointed with due care. The Trustee may receive rE;imbursement from the Trust Estate for any liability, whether in contract or in tort, incurred in the administration of the Trust Estate in accordance with the provisions hereof, and the Trustee may contract in such form that such Trustee will be exempt from such personal liability and that such liability will be limited to the Trust Assets. Section 8.05 -Successor Trustees Any Successor Trustee shall have all the power, rights, discretion, and obligations conferred on a Trustee by this Trust Agreement. All rights, titles, and interest in the property of the Trust shall immediately vest in the successor Trustee at the time of appointment. The prior Trustee shall, without warranty, transfer to the Successor Trustee the existing Trust property. No Successor Trustee shall be under any duty to examine, verify, question, or audit the books, records, accounts, or transaction of any preceding Trustee; and no Successor Trustee shall be liable for any loss or expense from or occasioned by anything done or neglected to be done by any predecessor Trustee. A Successor Trustee shall be liable only for his or her own acts and defaults. ARTICLE NINE Rule Against Perpetuities Section 9.01 -Perpetuities Savings Clause Notwithstanding any other provision of this instrument, the Trusts created hereunder shall terminate not later than twenty-one (21) years after the death of the last survivor of the Settlor and any other Beneficiary or Beneficiaries named or defined in this Trust living on the date of the death of the Settlor. The Trustee shall distribute remaining Trust principal and all accrued or undistributed net income hereunder to the Beneficiary or Beneficiaries. If there is more than one Beneficiary, the distribution shall be in the proportion in which they are Beneficiaries; if no proportion is designated, then the distribution shall be in equal shares to such Beneficiaries. ARTICLE TEN General Provisions Section 10.01 -Governing Law It is not intended that the laws of only one particular state shall necessarily govern all questions pertaining to all of the Trust hereunder. 1. The validity of the Trust hereunder, as well as the validity of the particular provisions of that Trust, shall be governed by the laws of the state which has sufficient connection with the Trust to support such validity. REVOCABLE LIVING TRUST AGREEMENT Page 15 2. The meaning and effect of the terms of this Trust Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. 3. The administration of this Trust shall be governed by the laws of the state in which. the principle office of the Trustee then having custody of the Trust's principal assets and records is located. The foregoing shall apply even though the situs of some Trust Assets or the home of the Settlor, a Trustee, or a Beneficiary may at some time or times be elsewhere. Section 10.02 -Invalidity of Any Provision If a court finds that any provision of this Trust Agreement is void, invalid, or unenforceable, the remaining provisions of this Agreement will continue to be fully effective. Section 10.03 -Headings The use of headings in connection with the various articles and sections of this Trust Agreement is solely for convenience and the headings are to be given no meaning or significance whatsoever in construing the terms and provisions of this Agreement. Section 10.04 -Internal Revenue Code Terminology As used herein, the words "Gross Estate," "Adjusted Gross Estate," "Taxable Estate," "Unified Credit," "State Death Tax Credit," "Maximum Marital Deduction," "Marital Deduction," and any other word or words which from the context in which it or they are used refer to the Internal Revenue Code shall be assigned the same meaning as such words have for the purposes of applying the Internal Revenue Code to a deceased Settlor's Estate. Reference to sections of the Internal Revenue Code and to the Internal Revenue Code shall refer to the Internal Revenue Code amended to the date of such Settlor's; death. REVOCABLE LIVING TRUST AGREEMENT Page 16 SPECIAL DIRECTIVES OF EVELYN F. JACKSON I, EVELYN F. JACKSON, a resident of the County of CUMBERLAND, Comnnonwealth of Pennsylvania, being of lawful age, and of sound and disposing mind and memory, and not acting under duress, fraud, or undue influence, hereby make, publish and declare this to be my Special Directive, and I incorporate THE EVELYN F. JACKSON REVOCABLE LIVING TRUST AGREEMENT. FIRST The natural objects of my affection are: My Children - Barbara A. Reed Patricia J. Minnelli James P. Jackson SECOND I direct that all estate and inheritance taxes payable as a result of my death, not limited to taxes assessed on property, shall be paid out of the residue of my Estate, and shall not be deducted or collected from any Legatee, Devisee, or Beneficiary hereunder. THIRD In the event any of my named Beneficiaries should predecease me, then all of that Ierson's share of the Trust Estate shall be divided equally among that person's children and issue per stirpes. In the event any such predeceased Beneficiary should leave no surviving children or issue, them all of that person's share shall be distributed to the remaining primary Beneficiaries in equal portions. FOURTH In the event all of my named Beneficiaries and their children and issue should predecease me, then all of the Trust Estate shall be distributed to my heirs at law. FIFTH I direct that all outstanding debts and/or loans owed by any Beneficiary shall be forgiven and deemed as having not existed. SIXTH I direct that, before any distribution of the assets of the Trust Estate to the named Ieneficiaries, certain specific distributions, if any, shall be made from the assets as set forth on the list attached hereto and marked "Exhibit A." REVOCABLE LIVING TRUST AGREEMENT Page 17 DATED to be effective this ~__ day of ~ , SETTLOR: EVELYN F. JA KSON ACCEPTED BY TRUSTEE: EVELYN F. ACKSON CQMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND This instrument was acknowledged before me on the date herein set forth by EVELYN F. JACKSON as Settlor and Trustee to certify which witness my hand and seal of office. N a , C on ealth f Pennsylvania - ~,.,~ ~c~r~ t~, 3~~~ YV. ~tC~~, ~Eo~at~ ~i~~~ Haven ~~~~~~!!~~ ~~/tlM ~YT~ ~wMV REVOCABLE LIVING TRUST AGREEMENT Page 18 THE EVELYN F. JACKSON REVOCABLE LIVING TRUST AGREEMENT Declaration of Intent The undersigned hereby declares that, as Trustee of THE EVELYN F. JACKSON REVOCABLE LIVING TRUST, he or she is acquiring and will hold in the name EVELYN F. JACKSON, but without further reference to his/her fiduciary capacity, all items listed on the attached schedule(s) hereto and incorporated herein as amended, from time to time, as well as household furnishings, automobiles, jewelry, bank accounts, securities, bonds, clothing and other personal property of any kind in his/her name and henceforth such assets shall and will belong to said Trust and not to him or her individually; and he or she further declares that, except to the extent of interest provided to him or her under the terms and provisions of said Trust, he or she has no personal interest in any of the above itemized personal properties, it being intended and this Declaration constitutes an affirmation of Trust ownership and an assignment to this Trust and shall be binding on his/her heirs, administrators, executors and assigns. ITNES WHEREOF, t e undersigned has executed this instrument this ~ day of ~~ ~~~ , ~--~ .._. EVELYN F. JA KSON Settlor/Trustee COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND BEFORE ME, the undersigned authority, on this day personally EVELYN F. JACK:SON, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he or she executed the same for the purposes and consideration therein expressed and in the capacity therein stated. ~` ~ ~ -- SUBSCRIBED AND SWORN this day of ~\ tY No c, ommon« lth of Pennsylvania ~~fi~tt. ,~~~vr-. ~~ Nor ~ !I~ Carrr6ssiai ~1s~ ~. ~ 2006 1Lr 1~;~~LrJ1C1 b'~; ~,; ,~ 1 ~ 5b451~b LE~;DING EDGE E'YECARE P~'',GE fl2;' H2 . ~ . • i i C • ~. :.w J :.C '~' ~:. i ~'~::~, ~:: .. BARBARA REEp ~~ ~ Z03-46-4549 Redemption Date: 06/18/2010 :: F 5785 SPRING RD ~ ~ SHERMANSDALE PA 4"x~ ~ 17090-0000 Transaction Number: 6114169502 ~~ " ~ : . g~ , ~>` Serial Number Series Den4m issue D te Issue Price Interest Earned Redemption a Value ~~. 205781857 ' EE ~ $100.00 I 10 ! 1987 • $50.00 $104.08 $154.08 ' -205731858 EE I $100.00 11 ! 1987 $50.00 $104.08 154.0 $ 8 205781869 ~.. ~~ EE ~ $100.00 12 / 'l987 $50.00 $104.08 $154,08 4=; `` 205781860 ~;~:: EE $100.00 01 / 1988 $50.00 $101.04 $'151.04 X05781861 . j F"~; EE i $100.00 02 / '! 988 $ 50.00 $101.04 $151.04 l~ •~` 205781862 EE $100.00 03 / 1988 $50.00 $101.04 $151.04 '~ 205781863 EE $100.00 04 / 1988 $50.00 $101.04 $151.04 ~'`~205781865 Y' .Y EE $100.00 06 / 198E $50.00 $101.04 $151.04 ~. ' , 205781866 E E $100.00 07 ! '1988 $ 50.00 $98.OS $148.08 205784864 E E ~ $100.00 45 / 1988 $ 50.00 $101.04 $151.04 *580956391 EE $50.00 11 / 1999 $25.00 $11.82 $36.62 "? ( Total Total Total w;~Y f. I Price Interest Value ;o#a1 number of bonds redeemed 11 ~~ I `• ' Hummelstown Office s East Main St 1 ' ~ Hummelstown, PA 17036 r•:, ~ 4 ~ (717) 566-4003 N ORRS 0 ~RRSTO~VNBANK A Tradition of Excellence P.O. Box 250 ahippcnslnug, PA 17257 Temp-Return Service Requested 002255 0.8500 AV 0.335 TR00010 Evelyn F Jackson Revocable Living Trust 311 High Mountain Rd Shippensburg PA 17257-9663 0 N N N O 0 0 0 N 0 0 0 0 ~.n N N O r-1 O e-~ M M ~D °o rn . ,~ ~~ ~ N o~ Building? Buying? Remodeling? We can help! 1.888.ORRSTOWN - orrstown.com A C C O U N T S U M M A R Y Account Number Account Title Current Balance Enclosures 543020 Relationship Interest Checking 31,675.7;3 11UZ000iS l~ioney Market Account 10,479.2~~ 4000013446 6-11 Month C D .00 4000016977 12-17 Month CD .00 4000021587 3-5 Month CD .00 4000014664 12-17 Month CD .00 C H E C K I N G A C C O U N T S Account Title Evelyn F Jackson Revoca ble Living Trust Relationship Interest Checking Check Safekeeping Account Number 543020 Statement Dates 3/16/10 t=hru 4/15/10 Previous Balance 1,004.46 Days In The Statement Period 31 8 Deposits/Credits 31,511.48 Average Ledger 8,148.55 6 Checks/Debits 840.41 Average Collected 7,845.17 Service Fee .00 Interest Earned .20 Interest Paid .20 Annual Percentage Yield Ear_ried 0.03 Current Balance 31,675.73 2010 Interest Paid .23 Date 4/15/10 Page 1 Primary Account 543020 Enclosures Deposits and Additions Date Description 3/19 Deposit 3/26 CD Interest Cert No. 4000021587 °>3/31 ANNUITANT PA 'TREASURY DEPT PPD Amount 410.00 3.22 T7~:, 5.4', ORRS 0 ~RRSTOWNBANK A Tradition of Excellence P.O. Box 25G ShiPpen:~l?urg, PA 17257 Temp-Return Service Requested `y Date 3/25/10 Page 1 Primary Account 110200015 Enclosures 003087 0.7113 AV 0.335 TR00014 Evelyn F Jackson .Revocable Living Trust 129 Newville Road Shippensburg PA 17257-9502 0 0 c7 0 0 N f`7 0 0 0 0 0 0 n 0 M O dl O N N N O o ~n o rn • r~ ~~ ~' N o~ Building? Buying? Remodeling? We can help! 1.888.ORRSTOWN - orrstown.com C H E C K I N G A C C O U N T S Account Title Evelyn F Jackson Revocable Living Trust :Toney :~~:urket ?lccount Check Safekeeping Account Number 110200015 Statement Dates 2/26/10 th.ru 3/25/10 Previous Balance 14,602.70 Days In The Statement Period. 28 2 beposits/Credits 434.61 Average Ledger 14,988.93 Checks/Debits .00 Average Collected 14,988.93 Service Fee .00 Interest Earned 6.89 Interest Paid 6.89 Annual Percentage Yield Earned 0.60s Current Balance 15,044.20 2010 Interest Paid 21.42 Deposits and Additions Date Description 3/Ol CIVIL SERV Ua TREASURY 312 PPD 3/12 CD Interest Cert No. 4000014664 3/25 Interest Deposit Amount 430.00 4.6i 6.89 Daily Balance Information Date Balance Date 2/26 14,602.70 3/12 3/Ol 15,032.70 3/25 Balance 15,037.31 15,044.20 TAX DEFERRED ANNUITY EVELYN F JACKSON 129 NEWVILLE RD SHIPPENSBURG PA 17257 Beginning Account Balance 03/17/2009 .................................... ............... $49,640.06 Annuitant Additional Premium Deposited .............................................. ........................$0.00 EVELYN F JACKSON Fixed Account Interest Credits ............................................... ................. $1,345.07 Policy Number Policy Date 1-Year Monthly Cap S&P Index Account Interest Credits ........ ........................$0.00 476092 03/17/2005 S&P Index Up Account Interest Credits ................................. ........................$0.00 Plan Type Plan Name 1-Year Point-to-Point S&P Index Account Interest Credits ...... ........................$0.00 IRA The Bonus Select 2-Year Foint-to-woint S&P Index Account Interest Credits ...... ........................$0.00 Equity Indexed Annuity Withdrawals ......................................................................... ................. $2,531.30 Ending Account Balance 03/17/2010 ......................................... ............... $48,453.83 Your Net Cash Surrender Value as of 03/17/2010 is $42,784.73 and as of 03/17/2009 was Agent Name $43,385.41. The difference between the Net Cash Surrender Value and the Ending Account Jeffrey W Leighton Balance is the surrender charge you would have incurred if you head surrendered your policy as of 03/17/2010. Premium Accounts in the 2-Year Point-to-Point S8~P Index Strategic Account are credited with interest only on the Index Term End Date for each Premium Account. The Index Term End Date for each Premium Account may or may not be the same day as your Policy Anniversary. Therefore, the Interest Credits shown above for the 2-Year Point-to-Point SAP Index Strategic Account are equal to the sum of the Interest Credits that were actually credited to that Strategic Account during the period covered by this statement. This statement is for your personal information and is not to be filed for income tax purposes. The accumulated interest is tax deferred and is not reportable until withdrawn. All interest rates are effective annual rates. AV 1 VA Aviva Life and Annuity Company If you have questions, please contact our Home Office at (888) 266-8489. 'S&P~' is a trademark of The McGraw-Hill Companies, Inc., and has been licensed for use: by Aviva Life and Annuity Company. This product is not sponsored, endorsed, sold or promoted by Standard 8 Poor's, and Standard & Poor's makes no representation regarding the advisability of purchasing this product. 611 5th Avenue P.O. Box 10433 • Des Moines IA 50306-0433 TEL 888 266 8489 • FAX 866 709 3922 www.avivausa.com .r TAX DEFERRED ANNUITY EVELYN F JACKSON 129 NEINVILLE RD SHIPPENSBURG PA 17257 Beginning Account Balance 03/17/2009 ................................................... $28,585.47 Annuitant Additional Premium Deposited ......................................................................$0.00 EVELYN FJACKSON Fixed Account Interest Credits ...................................................................$786.10 Policy Number Policy Date 1-Year Monthly Cap S&P Index Account Interest Credits ................................$0.00 476203 03/17/2005 S&P Index Up Account Interest Credits .........................................................$0.00 Plan Type Plan Name 1-Year Point-to-Point S&P Index Account Interest C redits ..............................$0.00 Nor-~u8liiietl The Bonus Seiect l ~ -Yaar Pn;^±-tc-Polrt v~cP IndeX Aii;Oilnt iiiterc5t CrGdii~.. .$U.UO •~••••••••••••••••••••••••• Equity Indexed Annuity Withdrawals .................................................................................................$0.00 Ending Account Balance 03/17/2010 ........................................................ $29,371.57 Your Net Cash Surrender Value as of 03/17/2010 is $25,935.1() and as of 03/17/2009 was Agent Name $24,983.70. The difference between the Net Cash Surrender Value and the Ending Account Jeffrey W Leighton Balance is the surrender charge you would have incurred if you I~ad surrendered your policy as of 03/17/2010. This statement is for your personal information and is not to be filed for income tax purposes. The accumulated interest is tax deferred and is not reportable until withdrawn. All interest rates are effective annual rates. AV 1 VA Aviva Life and Annuity Company Premium Accounts in the 2-Year Point-to-Point S&P Index Strategic Account are credited with interest only on the Index Term End Date for each Premium Account. The Index Term End Date for each Premium Account may or may not be the same day as your Policy Anniversary. Therefore, the Interest Credits shown above for the 2-Year Point-to-Point S&P Index Strategic Account are equal to the sum of the Interest Credits that were actually credited to that Strategic Account during the period covered by this statement, If you have questions, please contact our Home Office at (888) 266-8489. 'S&PC'' is a trademark of The McGraw-Hill Companies, Inc., and has been licensed for use by Aviva Life and Annuity Company. This product is not sponsored, endorsed, sold or promoted by Standard & Poor's, and Standard & Poor's makes no representation regarding the advisability of purchasing this product. 611 5th Avenue P.O. Box 10433 • Des Moines IA 50306-0433 TEL 888 266 8489 • FAX 866 709 3922 www.avivausa.com