HomeMy WebLinkAbout06-04-13 PETITION FOR GRANT OF LETTERS
REGISTER OF WILLS OF CUMBERLAND COUNTY, PENNSYLVANIA
PetRioner(s)named below,who is/are 18 years of age or older,apply(ies)for Letters as specified befow,antl in suppoA thereof aver(s)the
following and respectfully requests the grant of Letters in the appropriate form:
Decedent'slntortnation
Name: MARY ALICE LIPPERT File No: 27 -13 - �Q Z�p
a/k/a: (Assigned by Register)
a/Wa:
a/k/a: Social Seeurity No:
Date of Death: OM�812013 Age at Death: 89
Decedent was domiciled at death in CUMBERLAND County, pp (State) with his/her last
principal residence at 5225 WILSON LANE,SUITE 306,MECHANICSBURG 1TU55 LOWER AI.LEN Cumbarland
Street aEOrees,Post�ce antl Zip CaEa City,Tovms�lp w Borough County
�ecedent died al Pinnacle Heatth System Harrisburg Dauphin PENNSYLVANIA
S�reat aEGress,Post OKCe antl Zip Cotle City,Township o�Barough Couny S�e�e
Estimate of value oi decedenPs pmperty al death:
litlomleiledlnPennsylvania........................ AllpersonalProperty S �n,(j(�(j.(� �j'� (,�pW�S
Nnot domiciled in Pennsylvania................. Personal property in Pennsylvania S �
I/not domlclled ln Pennsylvanla................. Personal property in County 8
Value ofreal estate in Pennsylvanla........... $ }�Qi ,
TOTAL ESTIMATED VALUES
Real estate in Pennsylvenia sHUatatl a�
(Attecti etlORional sheets,'rf neceasery.)
Street adUress,Poat�m entl Zip Cotle City,Twma�ip ar Boroug� Counry
Q A. Petitlon for Probate and Grant of Letters Testamentarv
Pefitioner(s)aver(s)ihat he/shetthey is/are ihe Executor(sJ named in Ne Last Will M the Decetlent,tlated 12N612003 antl Codicil(s)
�hefeto Gated
(State iebvent d2umstancBS,e.p..ie^unpBfan,CBaM o/&recutoq efc.)
F�ccept as follows:aMer the execution of the insWment(s)oReretl for probate,Decedent tlid not marry,wes not divorced,was not a Cartv lo a pending
tlivorc�ap roceeAing wherein the grounds tor divorce had been eStaGlishetl as deMed in 23 Pa.C.S.g 3323(g),and tlid not have a child born or
adoptea;and Decetlent was neitlier the victim of a killing nor ever adjudicated an inwpacitatetl pereon.
Q NO EXCEPTIONS Q EXCEPTIONS
❑B. Petition for Grent of Letters of Administratlon ore�p��bi°�
c..a.; . .n.; . .n.¢.a.; en e ; uran a en ia; uran e mmo a e
If Administretion,c.t.a ord.b.n.c.t.a.,enter date of Will In Section A above and comolete list of heirs.
Except as follows:Decedent was not a party lo pending divorce proceeding wherein the grounds for divo�ce hatl been established as defined
in 23 Pa.C.S.§3323(g)and was neither the victim of a killing nor ever atljudicated an incapacifated person.
�X NO EXCEPTIONS�EXCEPTIONS
Petitioner(s),aRer a proper search has/have asceftainetl ihat Decetlet left no Will and was survived by the following spouse(i!any)antl heirs(attach
additionalsheets,i/necessaryl:
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Oath of Personal Representative orfiae�u�o��Y
COMMONWEALTH OF PENNSYLVANIA }
} SS:
CouNrr oF Cumberland }
Petitioner(s)Printed Name Petitioner(s)Printed Address � c ' '� ='� ,^ '�i c
JONATHAN D.LIPPERT 4413 SAYBROOK LANE
HARRISBURG,PA 17110 RE�rI.C) I �i� U` �t��!li.t...�i
..�. .I� _' 1 J
CLERK 0�
ORPHANS' CUURT
CUMBERLAND CO., Aa
The Petitioner(s)above-named swear(s)or aKrm(s)the statements in the foregoin .P tition are true��and�ycaot)rre�cdt mto the besl of the knowledge and
belief of PeMioner(s)end that,as Personal Representative(s)of the dent,P er(s)wj�welZ`.^AGYYv� inister the estate according o la .
��� 6 y 2.0/3
Sworn to or a!firmed an subscribed before� /�J ) oe�e
me � day of oa'B
gy, oe�e
FoYfne Repisfer De�e
BOND Required? � Yes � No To the RegistarofWills:
FEES Please enter my appearence by my signature below:
Letters............................................ $ a�_ Attorney Signature:
(�)Short Certificate(s).......... �
( )Renunciation(s)............... R, .
c )Codicil(s)..._................._.
( 1 Affldavit(s)....................... Printed Name: MARTIN R WILSON
Bond.............................................. Supreme Court
Commission................................... ID Number: 31308
Other -1�
F � Firm Name: WILSON 8 WILSON
�S Address: ZZZ MARKET STREET
1 �
�
LEWISBURG,PA 17837
Phone: 570I523-1162
Aulomalion Fee............................. J'.�SLL�
Fax: 570/
JCSFee.........................................
TOTAL........................................... $ E-mail:
DECREE OF THE REGISTER
Date of Death: 04N 8I2013
Social Security No:
Estate of MARY ALICE LIPPERT File No: 21 -13-�O7�Q
a/Wa:
AND NOW, � �()� f y 2(}��j , in consideretion of the foregoing Petition,
�
satisfactory proof having been presented before me,IT IS DECREED that Letters TestamenWry
are hereby granted to JONATHAN D.LIPPERT
in the above estate and(if applicable)that the instrument(s)dated 12N6I2003
described in the Petition be admitted to probate and filed of rewrd as the last Will(and Codicil(s))of De dent.
R gis er of Wills
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MARY ALICE LIPPERT � � `- '� �'
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I, MARY ALICE LIPPERT,of Mechanicsburg, Pennsylvania, hereby make, publish
and declaze this to be my Last Will and Testament and revoke all previous wills and codicils
made by me.
Section 1. Nomination of Personal Representative aod Trustees
1.01 Personal Representative. I hereby nominate my nephew, Jonathan D.
Lippert, to serve as my personal representative. Should he be unable or unwilling at any time
to serve as my personal representative, I nominate my niece, Lois E. Lippert, to serve as my
personal representative. Should both of the persons named above be unable or unwilling at any
time to serve as my personal representative, I nominate Mary J. Lippert-Coleman to serve as
my personalrepresentative.
1.02 Administrative Trust Trustees. I hereby appoint Jonathan D. Lippert as
the Trustee of the Administrative Trust for my nieces and nephews. If Jonathan D. Lippert
is unwilling,unable, or does not continue to serve, I appoint Lois E. Lippert as his successor.
1.03 Trustees of the Individual Trust Share for Karen N. Lippert. I appoint as
Co-Tnzstees of the individual trust share created herein for my niece, Karen N. Lippert,
my niece and the Corporate Fiduciary, Estate Planning Attorney, or Certified Public
Accountant("Professional Co-Trustee")of my niece's choice.
My niece shall determine the extent to which the Professional Co-Trustee shall participate
in invesUnent management decisions, as well as the compensation for the services
provided. The nature and extent of the Trustee services to be provided, as well as the
compensation for such services shall be reflected in a written agreement.
If at any time my niece is serving as Co-Trustee of her own trust share with only the
Professional Co-Trustee of her choice and such beneficiary becomes unable or unwilling to
serve, then my niece may select a substitute trustee to serve in his or her place until he or
she is able or willing to serve. If she does not name a substitute trustee, the Professional
Co-Trustee shall serve alone until my niece is able or willing to serve again.
If my niece is serving as the Trustee of her own trust share, there shall be no distributions
from my niece's trust share until the Professional Co-Trustee has been appointed and is
serving. My family member Trustee shall have the power to remove the Professional Co-
�2003 Marvin J.Rudnitsky,J.D. ]
Trustee for any reason and replace the Professional Co-Trustee with another of my niece's
choice.
1.04 Special Instructions for Disability Due to Addictive Situarions. Prior to
making any trust distribution, or as a condition for fuRher distributions, my Trustee may
require that a beneficiary disabled due to a drug, alcohol, gambling, chemical or other
addiction, or mental condition, participate in or complete a rehabilitation program aimed at
combating the problem involved.
If a beneficiary is serving as Co-Trustee with another Trustee or Tmstees of his or her own
trust, and a non-beneficiary Co-Trustee has reason to believe that the beneficiary may be
disabled due to any of the above disorders, the non-beneficiary Co-Trustee shall select a
Special Independent Professional Trustee to replace the beneficiary Co-Trustee until such
time as two physicians who have examined the beneficiary certify in writing that the
beneficiary is not disabled. The replacement shall be effective upon the delivery of written
notice of the appointment of the Independent Professional Trustee to the beneficiary.
If the physicians who have examined the beneficiary certify in writing ("Certificate of
Disability") that the beneficiary Co-Trustee is disabled, the Special Independent Trustee
shall continue acting as Trustee until two physicians who have examined the beneficiary
certify that the beneficiary is no longer disabled and that the Certificate of Disability is
revoked. Once the Certificate of Disability is revoked, the Special Independent Trustee
shall be automatically replaced with the beneficiary who shall be reinstated as Co-Trustee.
My Trustee, in its sole and absolute discretion, may determine the nature and extent of the
rehabilitative program, including follow up requirements. I direct that my Trustee consult
with connselors from rehabilitative programs in order to best design an individualized
program for the beneficiary. I specifically authorize and direct my Trustee to pay the
expenses of rehabilitation for the beneficiary from the beneficiaty's trust property.
Section 2. Disposition of Tangible Personal Property
2.01 I direct that my tangible personal property be distributed in accordance with a
written statement signed by me or in my handwriting which I intend to leave at my death.
6 2003 Marvin).Rudnitsky,J.D. 2
2.02 I give, devise and bequeath my tangible personal property not disposed of by
the written statement described in paragraph 2.01 above to my eight nieces and nephews(Mary
J. Lippert-Coleman, William J. Lippert, Timothy A. Lippert, Jonathan D. Lippert,
Margarette Lippert-Morton, Lois E. Lippert, I{aren N. Lippert and John T.
Lippert)(herein after referred to as "beneficiaty") in equal shares, or to their issue per stirpes.
If the deceased beneficiary has no issue the� I give to the other beneficiaries that survive me, to
be divided among them in approximately equal shares as they may agree, taking into account
the personal preferences of the devisees. To the extent that my beneficiaries fail to agree as to
the division of any item of tangible personal property within a reasonable period of time, my
personal representative shall conduct a lottery among the beneficiaries without the presence
or invobement af their spouses or children using the following guidelines:
First, any high value items such as automobiles, boats, and jewelry other than costume
jewelry shall be valued by unanimous agreement of the beneficiaries or, in the absence of
unanimity, appraised by disinterested appraisers selected by my personal representative. Any
such items selected by a beneficiary under the next paragraph shall be considered a partial
distribution to that beneficiary under the terms of my trust.
Second, all tangible personal property, including the appraised items of the prior pazagraph,
shall be selected by the beneficiaries, after the order of choosing is determined by picking
numbers at random from a hat or bowl. The lowest number chooses first, next lowest
second, and so forth. After the last beneficiary has drawn, the order of choosing shall
advance so that the beneficiary who chose second on the first round has the first choice on
the second round and the beneficiary who chose first on the first round has the last choice on
the second round. Continue the rounds of choosing items and rotating the order of choice
until all desired items have been selected.
Any items remaining aRer the lottery shall be sold and the proceeds divided equally among
the beneficiary. If any beneficiary is under a disability when the lottery is conducted, that
beneficiary's guardian shall make the choices on his or her be6alf.
My personal representative may, in his or her sole discretion, sell any oF the property that in his
or her opinion is not suitable for distribution, and the proceeds thereof shall become a part of
my residuary estate. If none of the devisees named in this section survive me, I direct that the
said properly be disposed of or distributed with the residue of my estate.
SecHoo 3. Residuary Devise
3A1 The balance of my residuary estate shall consist of all property or money owed
to me at the time of my death and not otherwise effectively disposed of in this will, including
all insurance proceeds or other death benefits that are payable to my estate but excluding any
property over which I may have a power of appointment, less all valid claims asserted against
my estate and all expenses incurred in administering my estate, including expenses of
administering non-probate assets.
�2003 Marvin J.Rudnitsky,J.D. 3
3A2 I give, devise and bequeath the balance of my residuary estate in trust to the
trustees named in paragraph 1.02 of this wi1L The trustees shall hold, administer and distribute
my trust estate as hereinafter provided in this will. My trust estate shall consist of the property
devised under this paragraph 3.02 and all other property, benefits or assets payable or
distributed to the trustee by reason of my death.
Section 4. Powers of Personal Representative
4.01 I direct that my personal representative, and any successor thereto, be permitted
to serve without bond in anyjurisdiction.
4.02 My personal representative, and any successor thereto, shall have ali of the
powers granted to personal representatives and fiduciazies under the probate code and other
applicable laws of the Commonwealth of Pennsybania, including the power to execute any
joint or individual tax retum on my behalf or on behalf of my estate.
4.03 My personal cepresentative shall be entitled to reasonable compensation for
services actually performed and to reimbursement of expenses properly incurred.
4.04 My personal representative shall have, in addition to any other powers, the
power to imest, reinvest, sell, mortgage, lease or otherwise transfer or dispose of any part or all
of my estate,without the necessity of obtaining prior or subsequent court approval.
4.05 My personal representative may make distributions either in cash or in kind.
Distributions in kind may be made at the discretion of my personal representative. My personal
representative may make any distributions under this will either (1) directly to the beneficiary,
(2) in any form allowed by applicable state law for gifts or transfers to minors or persons under
disability, (3) to the beneficiary's guardian, conservator, or caregiver for the benefit of the
beneficiary, or(4)by direct payment of the beneficiary's expenses.
Section 5. Construction and Definitions
The following rules and definitions shall apply in the construction of this instrument
and in the administration of my estate:
SAI Any reference to "child," "children," or "issue," shall be construed as including
all persons who are descended from the person referred to under the intestacy laws of the
Commonwealth of Pennsylvania, as those laws exist on the date of my death. An adopted child
or issue shall be considered as descended from the person referred to only if such child or issue
was adopted prior to age 18. A child in gestation who is later born alive shall be considered as
a living child tt�roughout the period of gestation. The term "issue" includes "child."
5.02 When an interest is given to the issue of a deceased person, distributions shall
be made by representation whereunder the issue of the deceased person take and shaze equally
the share of the estate that would have been taken by deceased person if he or she were alive.
B 2003 Marvin J.Rudnitsky,J.D. 4
5.03 Any reference to my "personai representative" in whatever form refers to the
person, persons, or institution then acting as the personal representative or executor of my
estate.
5.04 If any devisee or other beneficiary under this will dies within 60 days aRer my
death or urider such circumstances where there is insufficient evidence in the judgment of my
personal representative to determine whether such person has died within 60 days after my
death,the devisee or beneficiary shall be deemed to have failed to survive me.
5.05 All questions as to the validity and construction of this will shall be govemed
by the laws of the Commonwealth of Peruisylvania.
5.06 The term "estate and death taates" shall mean all estate, iril�eritance, transfer,
succession, or other taxes or duties payable by reason of my death, including interest and
penalties thereon.
5.07 The words "education" and "health" as used in the trusts for my children, or
grandchildren, with the consent of the primary income beneficiary thereof, shall include the
education and health needs of that beneficiary's descendants. "Education" shall be interpreted
broadly to include education at every level including, but not limited to, expenditures for
tuition,room, boazd, supplies,travel,and reasonable spending money.
5.08 The words "niece" and "nephew" shall mean either one of the individual
children of my siblings or all eight individuals referred to collectively.
Section 6. Payment of Taxes and Expenses
I direct my personal representative to pay the expenses of administering my estate, the
expenses created by reason of my death, and all estate and death taxes payable with respect to
property includable in my gross estate or taxable by reason of my death, whether or not such
property is part of my probate estate and whether or not such taxes are payable by my estate or
by the recipient of any such property. Such taxes and expenses should be paid out of my
residuary estate without appoRionment, but shall not be paid out of funds or property allocated
to the trust described in section 11 of this will.
Section 7. Distribution of My Trust Property and Creation of The Mary
Alice Lippert Charitable Lead Annuity Trust
7.01. Distribution of My Property
All trust property not previously distributed under the terms of my trust shall be divided into
separate trust shares as follows and administered as set forth below in Sections 7.02 through
7.06.
�2003 Marvin J.Rudnitsky,J.D. 5
7.02. Division into Esempt Share and Non-Exempt Share
All trust proper[y not previously distributed under the terms of my trust shall be divided into
two shares called the Exempt Share and the Non-Exempt Share.
The Exempt Share is defined as that portion of my trust property which is subject to a federal
estate taac (FET) and entitled to an exclusion from the FET ($1,000,000 at the date of this
will), or, the FET is not payable by virtue of an available FET tax credit amount, and being
all of my trust property in the event that no FET is payable on the transfer of my trust
property. The Exempt Share shall be distributed in accordance with the provisions of
sections 7.03 through 7.06 inclusive.
The Non-Exempt Share consists of the balance of my trust property, less any amounts used
by my Trustees to purchase assets from or to lend money to my personal representatives.
The Non-Exempt Share shall be distributed in accordance with the provisions of section
7.07.
7.03. Division of Exempt Share into Separate Shares
The Exempt Shaze shall be divided as follows:
Beneficiarv Relationshin Share
Mary J. Lippert-Coleman Niece 1/9"'
William J. Lippert Nephew 1/9�'
Timothy A. Lippert Nephew 1/9`�
Jonathan D. Lippert Nephew 1/9`�
Margarette Lippert-Morton Niece 1/9`�
Lois E. LippeR Niece 1/9�
John T. Lippert Nephew 1/9`h
Karen N. LippeR Niece 2/9�'
I authorize and empower the Trustee of my Administrative Trust to distribute each
beneficiary's share outright, unless otherwise specified below.
m 2003 Marvin J.Rudnitsky,J.D. 6
_
I authorize and empower the Trustee of my Administrative Trust to distribute the trust
shaze for KAREN N. LIPPERT into a lifetime trust for the benefit of KAREN N.
LIPPERT, to be administered according to the provisions that follow.
7.04. Distri6ution of the Individual Trust Share for KAREN N. LIPPERT
The trust share of KAREN N. LIPPERT shall be disVibuted as follows:
a. Distribution of Trust Share for KAREN N. LIPPERT
My Trustee, in its sole and absolute discretion, shall apply to, or for the benefit of,
KAREN N. LIPPERT as much of the net income and principal from her trust
share as my Trustee deems advisable for her education, health,and maintenance.
1. Guidelines for Discretionary Distributions
To the extent that I have given my Trustee any discretionary authority
over the distribution oF income or principal to KAREN N. LIPPERT it
is my desire that my Trustee be liberal in exercising such discretion.
I also desire that my Trustee give assistance to KAREN N. LIPPERT
for:
The purchase of a residence.
The purchase or establishment of a business or professional
practice.
Any other extraordinary opportunity or expense deemed by
my Trustee to be in the best interests of KAREN N.
LIPPERT.
In making discretionary distributions to KAREN N. LIPPERT, my
Trustee shall be mindful of, and take into consideration to the extent it
deems necessary, any additional sources of income and principal
available to KAREN N. LIPPERT, which arise outside of this
agreement and ue known to my Trustee.
It is my express desire that my Trustee take into consideration the future
probable needs of KAREN N. LIPPERT prior to making any
discretionary distributions hereunder.
m 2003 Marvin J.Rudnitsky,J.D. �
2. DistribuHon on the Death of KAREN N. LIPPERT
KAREN N. LIPPERT shall have the unlimited and unrestricted general power to
appoint, by a valid last will and testament or by a valid living trust agreement, the
entire principal and any accrued and undistributed net income of his trust share as
it exists at her death. In exercising this general power of appointment, KAREN N.
LIPPERT shall specifically reFer to this powec
KAREN N. LIPPERT shall have the sole and exclusive right to
exercise the general power of appointment.
This general power of appoinhnent specifically grants to KAREN N. LIPPERT
the right to appoint property to her own estate. It also specifically grants to
KAREN N. LIPPERT the right to appoint the property among persons,
corporations, or other entities in equal or unequal proportions, and on such terms
and conditions,whether outright or in trust, as she may elect.
To the extent this general power of appointment is not exercised, my Trustee shall
distribute the remaining trust property to the estate of KAREN N. LIPPERT.
7.05. Share of a Descendant of a Deceased Beneficiary
Each share set aside for a deceased beneficiary, if any, who has then living descendants shall
be divided, administered, and distributed as follows:
a. Division into Separate Shares
Each share set aside for a deceased beneficiary who has then living descendants
shall be divided into as many equal shares as shall be necessary to create one equal
share for the deceased beneficiary's descendants,per stirpes.
b. Outright DistribuHon
If any descendant cff a deceased beneficiary is over 25 years of age and is not
legally incapacitated, my Trustee shall distribute that descendant's share outright
to that descendant.
6 2003 Marvin J.Rudnitskg 1.D. g
c. Retention of a Minor's or Disabled Descendant's Share in Trust
If any descendant of a deceased beneficiary is under 25 yeazs of age, or if any
descendant of a deceased beneficiary is disabled or incapacitated as defined in
Section 1.04 of this agreement,then my Trustee shall retain such share in trust
under the provisions of Section 1.04.
7.06. Retention of Distributions in Trust
Whenever a distribution is authorized or required to be made by a provision of this Article to
any beneficiary, then that beneficiary may direct my Trustee in writing to retain such
distribution in trust as follows:
a. Income and Principal Distributions in My Trustee's Discretion
My Trustee may also distribute to or for the benefit of the beneficiary as much of
the income and principal of the trust as my Trustee, in its sole and absolute
discretion, shall consider necessary or advisable for the education, health, and
maintenance ofthe beneficiary.
b. A Beneficiary's General Power of Appointment
The beneficiary shall have the unlimited and unrestricted general power to appoint,
by a valid last will and testament or trust agreement, the entire principal and any
accrued and undistributed net income of the trust as it exists at the beneficiary's
death. In exercising this general power of appointment, the beneficiary shall
specifically refer to this power.
The beneficiary shall have the sole and exclusive right to exercise the general
power of appointment.
This general power of appointment specifically grants to the beneficiaty the right
to appoint property to the beneficiary's own estate. It also specifically grants to the
beneficiary the right to appoint the property among persons, corporations, or other
entities in equal or unequal proportions, and on such terms and conditions, whether
outright or in trust, as the beneficiary may elect.
Any proper[y in the trust which is not distributed pursuant to the exercise of the
general power of appointment shall be distributed to the beneficiary's then living
descendants, per stirpes.
�2003 Marvin J.Rudnitsky,J.D. 9
If the beneficiary has no then living descendants, my Trustee shall distribute the
remaining trust property as provided in Article Ten of this agreement.
7.07. Distribution of Non-Exempt Share to the Lippert Charitable
Lead Annuity Trust
With the properry of the Non-Exempt shaze, my Trustee shall establish a Charitable Lead
Annuiry Trust under the terms and conditions contained in this Article. My Trustee shall hold,
manage, invest, and reinvest the trust property, collect the income thereof, and dispose of the
net income and principal for the following uses and purposes, and subject to the following
terms and conditions.
a. Determination of the Aunuity Amount and Trust Term
It is my intention that my Trustee pay out an annuity amount (the "Annuity
AmounY') for a term of years required to result in a "0" value, or as close thereto as
possible, (for federal estate ta�c purposes) of the noncharitable remainder interest as
calculated for the month of my death (the "trust term"). The trust term shall
commence with the date of my death. The Annuity Amount shall be determined as
follows:
1. Section 7520 Rate below 8.8%
The Annuity Amount shall be 10% multiplied by the fair market value of
my assets allocated to this trust if the applicable rate described in Section
7520 of the Intemal Revenue Code to be used in determining the
charitable deduction for a chazitable lead annuity trust established in the
month of my death is lower than 8.8%.
2. Section 7520 Rate 8.8%or above
The Annuity Amount shall be the applicable Section 7520 rate plus two
percent multiplied by the fair mazket value of my assets allocated to this
tmst if the applicable rate described in Section 7520 of the Internal
Revenue Code to be used in determining the charitable deduction for a
charitable lead annuity trust established in the month of my death is 8.8%
or above.
b. Payment of Annuity Amount
In each taxable year of this trust, my Tnzstee shall pay, outright and free of this trust,
wholly to the following, hereafter called "the Annuitant," the Annuity Amount. For
purposes of this Article, a reference to "Charitable Income Beneficiary" shall be to any
�2003 Marvin].Ruduitsky,l.D. 10
. _ _
Qualified Organizations that my family member trustee wishes to support. In the past, I
have supported these charities:
The United Methodist Stewardship Foundation of Central Pennsylvania to be held
and administered as part of the MAL Box Hollow Endowment Fund;
The Samaza Foundation of Vermont, Inc.; and
PFLAG;
1. Contingent Charitable Income Beneficiaries
If the Annuitant is not a Qualified Organization as defined in Section 1. b.
2. below, the amount which would have been transferred to such Chari-
table Income Beneficiary shall be distributed to one or more Qualified
Organizations,the selection of which shall be in the sole discretion of our
Trustee.
2. Qualified Organizations
A "Qualified Organization" as used in this Article must be an organization
of a type described in Section 2055(a) of the Internal Revenue Code (or
any other comparable federal legislation in effect upon the creation of the
Charitable Lead Annuity Trust)and Regulations thereunder.
c. Short Taxable Year
In determining the Annuity Amount to be paid, my Trustee shall prorate the Annuity
Amou�t on a daily basis for a short taxable year in accordance with Treas.
Reg.1.664-2.
d. Frequency of Payments
The Annuity Amount for each taxable year shall be paid at least quarterly, at the end
of each quarter, in each ta�cable yeaz of the trust.
�2003 Marvin J.Rudnitsky,J.D. �1
e. Order of Distribution of the Payment of the Annuity Amount
The Annuity Amount shall be paid from the trust net income and principal in the
following order:
Ordinary taacable income (including short term capital gains) other than
long-term capital gains and unrelated trade or business income;
Fifty pereent of the unrelated trade or business income;
L,ong-term capital gains;
The balance of the unrelated trade or business income;
Tax-exempt income; and
Principal.
f. Earnings in Excess of the Mnuity Amount
Income generated during a taxable year that exceeds the Annuity Amount required to
be distributed currently shall be accumulated and added to the principal of the trust.
g. Valuation of Trust Assets
In computing the initial net fair mazket value of the trust assets, there shall be talcen
into account all of the trusYs assets and liabilities as of the date of such computation
without regazd to whether paRiculaz items aze taken into account in determining the
income or the principal of the trust. The determination of the initial net fair market
value shall be made exclusively by my Trustee, the decision of whom, reached in
good faith, shall be binding upon all persons interested in the trust.
If the initial net fair mazket value of the trust assets is incorrectly determined, my
Trustee shall pay to the Charitable Income Beneficiary, in the case of an
undervaluation, or shall collect from the Chazitable Income Beneficiary, in the case
of an overvaluation, an amount equal to the difference between the Annuity Amount
that my Trustee should have paid if the correct value had been used and the Annuity
Amount that my Trustee actually paid, each such adjushnent to be made within a
reasonable period after the final determination of such value.
6 2003 Marvin J.Rudnitsky,J.D. �2
h. Deferral Provision
The creation of this hvst as a result of my death, notwiths[anding any other
provisions of this Section, shall be treated as follows.
1. Date of Contribution
My funding of this trust shall be deemed to have been made on the date of
my death.
2. Deferral Provision for Commencement of Annuity Payment
The obligation to make the payment of the Annuity Amount shall
commence with the date my death, but the payment of the Annuity
Amount may be deferred until the end of the taYable year of this trust in
which occurs the complete funding of the trvst.
3. Retroactive Determination of Payment
Within a reasonable time after the end of the taxable year of this ttust in
which the complete funding of the trust occurs, my Tmstee shall pay to
the Charitable Income Beneficiary (in the case of an underpayment) or
shall be repaid by the Chazitable Income Beneficiary (in the case of an
overpayment) the amount of any difference between: (1) any Annuity
Amounts actually paid, plus interest, compounded annually, computed for
any period at the rate of interest that the Treasury Regulations under
Section 664 of the Internal Revenue Code prescribe for the ttust for such
computation for such period, and (2) the Annuity Amounts properly
payable, plus interest, compounded annually, computed for any period at
the rate of interest that the Treasury Regulations under Section 664 of the
Intemal Revenue Code prescribe for the trust for such computation for
such period.
i. Additional Contributions
No additional contributions shall be made to this trust after the initial contribution
which shall consist of all property passing to this trust and shall occur at my death.
If for any reason any additional property would otherwise be transferred to this trust
it shall be held in a separate trust under the same terms and conditions contained in
this Article so that each trust will qualify as a chazitable lead annuity trust and satisfy
my intent as set forth in Section 7.07. 1.of this Article.
m 2003 Marvin J.Rudnitsky,J.D. 13
j. Pro6ibited Transactions
Notwithstanding any other provision in this agreement, during the trust term, my
Trustee is expressly prohibited (a) from engaging in any act of self-dealing as
defined in Section 4941(d) of the Intemal Revenue Code, (b) from retaining any
excess business holdings as defined in Section 4943(c)of the Internal Revenue Code
which would subject the kust to tax under Section 4943 of the Intemal Revenue
Code, (c) from making any investments which would subject Ute trust to ta�c under
Section 4944 of the Intemal Revenue Code, and (d) from making any taxable
expenditures as defined in Section 4945(d) of the Internal Revenue Code. My
Trustee shall make distributions at such time and in such manner as not to subject
the trust to taY under Section 4942 of said Internal Revenue Code.
k. Taxable Year and Internal Revenue Code References
As used in this Section, the term "taxable year" of the trust shall mean the calendar
year and the term "initial net fair market value" of those assets as the term is used in
Section 664(d)(1) of the Intemal Revenue Code. All references to Sections of the
Internal Revenue Code and the regulations and mlings issued thereunder in this
Section shall be deemed to include future amendmenu to such Sections, regulations
and rulings as well as corresponding provisions of future Intemal Revenue laws,
regulations and rulings.
l. Trustmaker's Intention
It is my intention to insure that the trust property committed to the qualified
chazitable beneficiaries by this Section shall be deductible for income and estate tax
purposes under the provisions of the Intemal Revenue Code. Further, I intend that
payments of gross income made by my Trustee to qualified charitable beneficiaries
qualify as income tax chazitable deductions. Accordingly, I direct that all provisions
of this Section and this agreement shall be construed to effectuate this intention, that
all provisions of this Section and my trust be administered, solely in a manner
consistent with Sections 170(c), 642(c), and 2055 of the Intemal Revenue Code, and
with regulations and rulings which may be promulgated from time to time with
respect to trusts creating charitable interests, that none of the powers granted to my
Trustee by this agreement shall be exercised in a manner as to disqualify the trust for
such deductions, and specifically, but without limiting the foregoing, that nothing in
this my trust shall be construed to restrict my Trustee from investing the trust assets
in a manner which could result in the annual realization of a reasonable amount of
income or gain from the sale or disposition of trust assets.
I hereby grant to my Trustee all the administrative powers necessary to act in
compliance with the requirements of the Internal Revenue Code, as in effect at the
time of the establishment of this Charitable Lead Trust and from time to time
B 2003 Marvin 1.Rudni[sky,J.D. 14
thereafter, so as to qualify the interest committed to the qualified charitable benefi-
ciazies hereunder for the estate and income ta�c charitable deductions.
Should any provisions of this my trust be inconsistent or in conflict with the Sections
of the Intemal Revenue Code and the regulations and rulings goveming chazitalrle
lead trusts as in effect from time to time, then such Sections, regulations and rulings
shall be deemed to override and supersede such inconsistent or conflicting
provisions. If such Sections, regulations and rulings at any time require that
instruments creating charitable lead trusts contain provisions which aze not expressly
set forth in my trust, then such provisions shall be incorporated herein by reference
and shall be deemed to be a part of my trust to the same extent as though they had
been expressly set forth herein.
m. Trustee's Limited Power of Amendment
My Trustee shall have the power, acting alone, to amend the provisions governing
this trust contained in any manner required for the sole purpose of ensuring that the
tmst qualifies and continues to qualify as a charitable lead annuity irust.
n. Division into Separate Shares at the End of the Trust Term
After the end of the hvst term of the Chazitable I,ead Annuity Trust,the remaining
trust property shall be distributed to my nieces and nephews,under the same terms
and in the same proportions described in paragraph 7.03,above,or to their issue per
stirpes.
Section 8. Final Distribution Pattern
If at any time there is no person, corporation, or other entity entitled to receive all or
any part of my trust property, then my Trustee shall distribute all of my trust property, to my
surviving nieces and nephews, or to their issue per stirpes.
If none oF the above-described are then living, then all of the trust properiy shall be
distributed to those chazities described in paragraph 7.07 b., above.
The distribution of trust property, for purposes of this Article, shall be determined by the
laws of descent and distribution for intestate estates in the Commonwealth of Pennsylvania
as such laws are in effect at the time of any distribution under this Article.
B 2003 Marvin J.Rudnitsky,J.D. 15
Section 9. Trustee Provisions
9.01 The trustee serving under any trust created in this will may perform every act
reasonably necessary to administer the trust. In addition to and not in limitation of the powers,
authorities and discretions granted to the trustee by statute, common law or under any
administrative or court rule, the trustee is hereby authorized and empowered to ho1d, retain,
invest, reinvest and manage without diversification as to kind, amount, or risk of non-
productivity in realty or personalty and without limitation by statute or rule of law, partition,
sell, exchange, grant, convey, deliver, assign, transfer, lease, option, mortgage, pledge,
abandon, borrow, loan, contract, distribute in cash or kind or partly in each at fair market value
on the date of distribution, without requiring pro rata distribution of specific assets and without
requiring pro rata allocation of the tax bases of such assets, hold in nominee form, continue
businesses, carry out agreements, deal with other fiduciaries and business organizations in
which the trustee may have an interest; establish reserves, release powers, and abandon, settle
or contest claims; employ attomeys, accountants, custodians of the trust assets, other agents or
assistants as deemed advisable to act with or without discretionary powers and compensate
them and pay their expenses from income or principal or both.
9.02 The trustee may make any payments under any hvst under my will either (1)
directly to the beneficiary, (2) in any form allowed by applicable state law for gifts or transfers
to minors to age 25, or persons under disability, (3) to the beneficiary's guazdian, conservator,
or caregiver for the benefit of the beneficiary, or (4) by direct payment of the beneficiary's
expenses. A receipt by the recipient for any such distribution, if such distribution is made in a
manner consistent with the proper exercise of the trustee's duties, shall fully discharge the
trustee.
9.03 If for any reason the trustee is unwilling or unable to act as to any property of
any trust created hereunder,the trustee may designate in writing an individual or a bank or trust
company to act as Co-Trustee or substitute trustee as to such property or with respect to any
provision, and may revoke any such designation at will. Each Co-Trustee or substitute trustee
so acting shall exercise all fiduciary powers granted by my will unless expressly limited by the
trustee in the instrument designating such Co-Trustee or substitute trustee. Any Co-Trustee or
substiwte trustee may resign at any time by written notice to the trustee.
9.04 No trustee shall be obligated to examine the accounts,records, or acts, or in any
way or manner be responsible for any act or omission to act on the part of any previous trustee
or of the personal representative of my estate. No trustee shall be liable to my personal
representative or to any beneficiary for the consequences of any action taken by such hustee
which would, but for the prior removal of such hvstee, have been a proper exercise by such
trustee of the authority granted to the trustee under my will, until actual receipt by such trustee
of notice of such removal. Any trustee may acquire from the beneficiazies, or from their
guardians or conservators, instrvments in writing releasing such trustee from liability which
may have arisen from the acts or omissions to act of such trustee, and indemnifying such trustee
from liability therefor, and such instruments, if acquired from all then living beneficiaries, or
from their guardians or conservators, shall be conclusive and binding upon all paRies, born or
unborn,who may have,or may in the future acquire, an interest in the trust.
0 2003 Marvin J.Rudnitsky,J.D. 16
9.05 Any successor trustee at any time serving hereunder, whether corporate or
individual, shall have all the title, rights, powers and privileges, and be subject to all of the
obligations and duties, both discretionary and ministerial, as herein granted to the original
trustee hereunder, and shall be subject to any restrictions herein imposed upon the original
hustee. Any fiduciary succeeding to the trust business of any corporate trustee shall become a
successor trustee under my will with like powers,duties,and obligations.
9.06 Any trustee may resign by giving written notice thereof to my personal
representative, if serving,to any adult beneficiary, and to the parents or guardians of any minor
beneficiary then eligible to receive current income, and to any other trustee then serving. Such
written notice shall be delivered by hand or by certified mail and shall become effective upon
the acceptance of appointment by the successor trustee.
9.07 Any trustee may be removed, without cause, by a majority of the beneficiaries
then eligible to receive income, by giving written notice to such trustee and to any other trustee
then serving, effective in accordance with the provisions of the notice. In the case of a minor or
incapacitated beneficiary, the guardian of the estate or, if none, the guazdian of the person of
such beneficiary may act on behalf of such beneficiary.
9.08 If any trustee shall cease to serve, my spouse, or if my spouse is deceased or
incapacitated, a majority of the beneficiazies then eligible to receive income, may designate a
successor trustee. In the case of a minor or incapacitated beneficiary,the guardian of the estate
or, if none,the guazdian of the person of such beneficiary may act on behalf of such beneficiary.
tf any vacancy is not filled within thirty days after the vacancy arises, then any beneficiary or
such beneficiary's legal guardian or conservator may petition a court of competent jurisdiction
to designate a successor tmstee to fill such vacancy, provided that the 30-day period may be
waived by the cour[for good cause. By making such designation, such court shall not thereby
acquire any jurisdiction over the tmst, except to the extent necessary for making such
designation. Any successor trustee designated hereunder may be an individual or may be a
bank or trust company authorized to serve in such capacity under applicable federal or state
law.
Section 10. Administrative Provisions
10.0] Any uust established under this instrument shall be administered in a timely
and efficient manner consistent with its terms, free of active judicial intervention and without
order, approval or other action by any court, subject only to the jurisdiction of a court being
invoked by the trustees or other interested padies or as otherwise provided by law.
]0.02 I direct that no ttustee shall be required to give any bond in any jurisdiction,
and if, norivithstanding this direction, any bond is required by any law, statute, or rule of court,
no sureties be required.
�2003 Marvin J.Rudnitskg J.D. ]7
10.03 Any trustee under this instrument shall be entitled to reasonable compensation
commensurate with services actua�ly performed and shall be entitled to reimbursement for
expenses actually and properly incurred.
10.04 No beneficiary shall have any right to anticipate, sell, assign, mortgage, pledge
or otherwise dispose of or encumber alI or any paR of any trust estate established for his or her
benefit under this instrument, nor shall any part of such trust estate,
including income, be liable for the debts or obligations of any beneficiary or be subject to
attachment,garnishrrtent, execution,creditor's bill or other legal or equitable process.
10.05 Upon the death of any beneficiary entitled to receive income from any trust
established under this instmment, all accrued or undisUibuted income held for the account of
such beneficiary shall be h�eated as if it had accrued or been received immediately following the
death of such beneficiary.
10.06 The trustee of any trust established under this instrument shall not be obligated
to undertake litigation for collection of any benefits or assets payable by reason of the testatrix's
death including, but not limited to, benefiu under life insurance policies, employee benefit
plans or other contracts, plans, or arrangements providing for payment or transfer at death
which are payable to such hust unless it is indemnified to its satisfaction against any liability
and expense of such litigation. Payment to such trustee and the receipt of or release by the
trustee shall fully dischazge any payor and no payor need inquire into or take notice of this
agreement or see to the application of such payment. Anything in this instrument to the
contrary notwithstanding, any benefits or assets payable by reason of my death which are
payable to the trustee of any trust established under this instrument shall not be subject to the
claims against my estate. Such benefits shall not be subject to the control of my personal
representative or included in the property administered as a part of my probate estate.
10.07 Unless the law of the state allows the trusts herein to have a longer existence,
all trusts created hereunder shall terminate no later than 21 years after the death of the last
survivor of the group composed of myself,my spouse, and those of my issue living at my death.
The property held in trust shall be dischazged free of any hvst and shall immediately vest in
and be distributed to the persons Uten entitled to the income therefrom in the proportions in
which they are beneficiaries of the income, and for this purpose only, any person then eligible
to receive discretionary payments of income of a particular trust shall be treated as being
entitled to receive the income, and if more than one person is so treated, the group of such
persons shall be treated as being entitled to receive such income as a class, to be distributed
among them by representation.
10.08 If any beneficiary,to whom the trustee is directed to distribute any share of trust
principal, is under the age of 25 years or is, in the opinion of the trustee, under a disability,
including drug, alcohol, gambling or other addiction, or mental incapacity, which renders such .
beneficiary unable to use distributions properly when the distribution is to be made, and if no
other trust is then to be held under this will for such beneficiary's primary benefit, the trustee
may, in its discretion, continue to hold such beneficiary's share as a separate trust until he or she
�2003 Marvin J.Rudnitsky,J.D. l8
reaches the age of 25 or overcomes the disability, as the case may be, whereupon the trustee
shall distribute such beneficiary's trust to him or her. Upon the death of such beneficiary before
that time,the trustee shall distribute the trust, including any accrued and undistributed income,
to his or her then living issue by representation, or, if none, to the then living issue by
representation of that parent of the beneficiary who was a child of mine, or, if none, to my then
living issue by representation. While any trust is being held under this pazagraph, the trustee
may pay to, or apply for the benefit of, the beneficiary for whom the trust is held such amounts
oF the net income or principal, or both, as the trustee may determine to be necessary or
advisable for such beneficiary's health, education, suppoR and maintenance. Any undistributed
income may be added to principal from time to time in the discretion of the trustee.
10.09 In all matters pertaining to the achninistration of any trust under this instrument,
when more than two trustees are acting, the concunence and joinder of a majority of such
trustees shall conuol; but any trustee may dissent or abstain from a decision of the majority, and
such Uustee shall be absolved from personal liability by registering such dissent or abstention in
the records of such trust, and shall thereafter act with the other trustees in any way necessary or
appropriate to effectuate the decision of the majority. If two trustees are acting, however, the
joinder of both of them shall be required.
1010 At any time there is a corporate trustee acting, such corporate trustee shall be
the custodian of my estate and trust property and of the books and records of my estate or trust,
and may perform all ministerial acts necessary for the acquisition and transfer of personal
property and money, including the sig�ing and endorsement of checks, receipts, stock
certificates, and other instruments, and no person need inquire into the propriety of any such
act.
10.11 Any trustee may release in whole or in part, temporarily or permanently, any
power, authority, or discretion confened by my will or by a trust created thereunder, by a
writing delivered to any co-trustee, and to each beneficiary then eligible to receive income
distributions from any trust or, if none, to all ascertainable beneficiaries. Such renunciation or
release shall not aft'ect the grant of power, authority,or discretion renounced or released.
]012 The trustee shall report no less frequently than annually to all adult
beneficiaries and to the parents or guardians of any minor beneficiaries then eligible to receive
current income. The report shall disclose all receipts, disbursements, and distributions made
during the reporting period, and identify all property then held as the
principal of the trust. The records of the hust shall be open at all reasonable times to the
inspection of the beneficiaries of the trust and their repcesentatives.
1013 The trustee may wnsolidate and merge for all purposes a hust created
hereunder with any other trust created by me or any other person at any time, which other trust
contains substantially the same terms as this trust for the same beneficiary or beneficiazies and
is being administered by the same trustee, and thereafter may administer such consolidated and
merged trusts as one unit; but if such consolidation and merger does not appeaz desirable or
feasible, the trustee may consolidate the property of such trusts for purposes of imestment and
administration while retaining separate records and accounts for the separate trusts.
�2003 Marvin J.Rudnitsky,J.D. j 9
10.14 If the trustee shall determine, in its discretion, that a separate trust established
hereunder has become uneconomical to administer,the trustee may terminate such trust and, in
such event, shall distribute the principal and any accrued and undistributed income to the then
income beneficiary of the trust, and if at that time there is more than one such income
beneficiary, then such trust property shall be distributed among such beneficiazies by
representation.
1015 The trustee, in its discretion and at the expense of the estate, may institute,join,
compromise, settle, dismiss, and defend any trust created under this will and any property
administered hereunder in any judicial or administrative proceeding. The trustee is authorized
to retain such legal counsel and ancillary personnel as it may deem appropriate in the exercise
of its discretion hereunder.
10.16 Any individual trustee hereunder is prohibited from exeroising any power
co�ferred on the owner of any policy which insures the life of such individual trustee and which
is held as trust property. If the trust holds any such policy as property, the powers conferred
upon the owner of such policy shall be exercised by the other then acting trustee or trustees, and
if the insured trustee is the sole trustee, then such powers shall be exercised by a substitute
hustee desigriated pursuant to the provisions of section 16 of this will.
1017 Notwithstanding the general powers conferred upon the trustee, no trustee shall
exercise or participate in the exercise of discretion with respect to the distribution of income or
principal, or the termination of any hust administered hereunder(1)to or for the benefit of such
trustee; or to or for the benefit of any beneficiary in whom is vested at the time of such exercise
the power to remove or to participate in the removal of such trustee or to designate or to
participate in the designation of a replacement trustee, which power can be exercised by the
beneficiary without the consent or joinder of at least one other person having a substantial
interest in the trust estate which is adverse to that of the beneficiary; to the extent that the
exercise of such discretion is in excess of that which is necessary for the education, health,
maintenance, and support of such trustee or of such beneficiary, as the case may be; (2) to any
person such trustee or any such beneficiary is legally obligated to support, to the extent such
distribution is for the purpose of discharging such support obligation; or(3)which would cause
the disqualification of an otherwise qualified disclaimer.
10.18 If on the termination of any separate trust under this instrument a final
distribution is to be made to a person for whom the trustee then holds another separate trust
under this insmunent, such distribution may in the trustee's discretion be added to such other
separate hvst instead of being distributed outright and be treated for purposes of administration
as though it had been an original part of such other trust.
SecHon 11 The Trust Protector
1 I.Ol The purpose of my trust provisions is to hold and administer the trust property
for the benefit of the beneficiaries. This statement of purpose shall guide my Trust Protector in
the exercise or nonexercise of the powers ganted to the Trust Protector.
�2003 Marvin J.Rudnitsky,J.D. 2Q
It is my intent in naming a Trust Protector that it be empowered to conect any errors or
ambiguities found in my trust provisions which may result in a failure to accomplish my
purpose. It is also my intent that the Trust Protector have the abiliry to respond to changes in
the law so that this trust will carry out my purpose and obtain the most advantageous public
benefits planning and tax treatment consistent with its purpose.
The following provisions apply to the Trust Protector:
(a) Appointment and Removal of One or More Trust Protectors. One or more
Trust Protectors or successor Trust Protectors may be appointed by(I) a majority in interest of
the current trust beneficiazies, (2) the current Trustee or Trustees of the trust, or (3) a court of
competent jurisdiction.
At any time a court of competent jurisdiction may remove a Trust Protector for cause. A
majority in interest of the current trust beneficiaries may remove a Trust Protector, with or
without cause.
Any appoinhnent of a Tmst Protector shall be in writing, may be made to become effective at
any time or upon any event, and may be single or successive, all as specified in the instrument
of appointment
(b) Qualifications to Serve as Trust Protector. The Trust Protector may be a
person, a bank with trust powers, or a trust company. Reference to "Trust Protector" in the
singular includes the plural.
A Trust Protector must be independent and unrelated to and not subordinate to any member of
my family or the families of any direct or indirect beneficiary. The term "related to" shall be
construed to include anyone who remotely has a relationship of any degree to any member of
my family, including a relationship created by an existing or prior marriage.
The term "subordinate to" shall also be construed to include any employee or agent of mine or
of a beneficiary,and an employee or agent of a business or investment company,
partnership or other organization in which I, a beneficiary, or a family member of mine or of a
beneficiary,has a direct or indirect proprietary interest of any kind.
Any person who provides professional services to any one or more of those above identified
above is not disqualified from serving as a Trust Protector if the compensation for professional
services rendered(excluding compensation for service as Trust Protector)
constitutes no more than two percent of the persods income during any calendar year.
A Trust Protector may not have any personal financial interest in any trust property or in the
outcome of any transaction of business by or for the trust,other than the payment of a
fair and reasonable compensation for its services.
0 2003 Marvin J.Rudnitsky,].D. 21
(c) Limited Powers of Trust Protector to Modify or Amend. The Trust Protector
may, with respect to any trust as to which the Trust Protector is acting,modify or amend:
The trust provisions to reflect tax or other legal changes that affect trust
administration;
The trust provisions to correct ambiguities that might otherwise require
court construction;
The trust provisions to correct a drafting error that defeats the
Trustmaker's intent;
The trust administrative provisions relating to the identity,qualifications,
succession,removal,and appointment of a Trustee;
The trust provisions regarding the financial powers of a Trustee;
The withdrawal rights granted under this trust(except a withdrawal right
that has aiready matured at the time the Trust Protector seeks to exercise
the power conferred under this subparagraph); and
The termination date of the trust,either by extending or shortening the
termination date(but not beyond any applicable perpetuities period).
The trust provisions regarding the distribution of income and principle,as
may be necessary to assure that neither shall be construed as an"available
resource"to the primary beneficiary.
(d) Power to Remove and Appoint Trustee. The Trust Protector shall have the
authority to remove a Trustee with or without cause. The Trust Protector shall have the right to
appoint as Tmstee any person or entity who is qualified to serve as trustee under the other
provisions of this trust, including a person or entiry who has previously been removed as
Trustee or who has ceased to serve for any reason. The Trust Protector has the authority to
appoint one or more other Trustees to serve as Co-Tmstees. However, a Trust Protector may
not appoint himself,herself or itself as a Trustee.
(e) Limited Power to Distribute. The Trust Protector shall have the power to
distribute all or part of the trust property to another trust created by me of which I am not a
beneficiary and over which I have neither power of amendment nor appointrnent to my estate or
to creditors of my estate. The Trust Protector may exercise or choose not to exercise this
power, in the sole and absolute discretion of the Trust Protector.
(f j Special Fiduciary Authority of a Trust Protector. The Trust Protector has
the authority to perform any one or more of the following functions to the extent that the
discretionary authoriTy of our Trustee to perform a function might constiwte an act of self-
dealing or might jeopardize the tax status of the trust.
�2003 Marvin J.Rudnitsky,J.D. 22
1. Valuation
The value of certain property of the trust may not be readily ascertainable, such
as ceal estate, securities,and interests in a closely held corporation, partnership,
limited liability company or other inveshnent or business organization.
Securities shall be included in this category of property if market quotations ue
not readily available for trades of the security in an established securities
market. Whenever my Trustee's right to determine the value oF this kind of
property may be self-serving or may result in a possible conflict of interest
or adverse taxation issues, the Trust Protector shall be responsible for valuing
the property of the trust.
2. Voting Rights
Whenever my Trustee's right to vote an equity interest in a corporation,
partnership, limited liability company, investment trust or business riust or
other entity may be interpreted as self-serving or may produce a possible
conflict of interest or adverse taxation issues, the Trust Protector shall have the
right to vote the equiry interest. Such voting rights include decision making
authority with regard to the sale, exchange, or liquidation of any equiry interest
in a closely held corporation, partnership, limited liabiliry company, investment
or business tmst or other entity.
3. Life Insurance Policies
Whenever my Trustee's rights as to the control, maintenance or interest in a life
insura�ce policy could result in the inclusion of the proceeds of the policy in
the estate of the insured for ta�c purposes, the Trust Protector shall have the
authoriry to make decisions regazding such life insurance policy or interest in a
policy.
4. Discretionary Distributions of Trust Income and Principal
To the extent the Trustee has the discretionary authority to make distributions
of income and principal to or among beneficiaries and/or to retain all or any
part of the income, and to the extent this discretionary authority may result in,
or appeaz to be, a conflict of interest or an opportuniry for self-dealing or may
produce adverse tax consequences to me, to the Trustee or to any beneficiary,
the Trust Protector shall have the authority to make all decisions regazding the
discretionary distributions of income and principal and/or the retention of
income.
5. Property Located In Another Jurisdiction
The Trust Protector may appoint a special independent Trustee to control
and administer property located in another jurisdiction.
b 2003 Marvin J.Rudnitsky,J.D. 23
6. Accounting and TransacHon Reports
The Trust Protector has the authority to receive and review any and all
accounting reports, records, ta�c retums, transaction reports, accounting reports,
and ownership records concerning the trust. All records of the trust must be
open for inspection at all reasonable times by the Trust Protector.
(g) Resignation of Trust Protector. A Trust Protector may resign by giving 30
days written notice to my Trustee.
(h) No General Power of Appointment. Notwithstanding any other provision of
this instrument,the Trust Protector may not participate in the exercise of a power or
discretion conferred under this agreement for the direct or indirect benefit of the Trust
Protector,the Trust Protector's estate, or the creditors of either,or that would cause the
Trust Protector to possess a general power of appointment within the meaning of Sections
2041 and 2514 of the Internal Revenue Code of 1986 and any successor provision.
(i) CompensaHon. A Trust Protector shall be entitled to fair and reasonable
compensation for the services it renders as a fiduciary. The amount of compensation shall
be an amount equal to the customary and prevailing chazges for services of a similu nature
during the same period of time and in the same geographic location.
A Trust Protector shall be reimbursed for the reasonable costs and expenses incurred in
connection with its fiduciary duties under this agreement.
(j) Authority of a Successor Trust Proteetor. A successor Trust Protector
shall have all of the authority and duties of the preceding Trust Protector,but shall not be
responsible for the acts,or omissions to act,of its predecessor.
(k) A Majority of Trust Protectors Required to Control. When more than two
Trust Protectors are acting,the concurrence and joinder of a majority of the Trust
Protectors shall control in all matters pertaining to the exercise of the powers of a Trust
Protector under this agreement.
If only two Trust Protectors aze acting,tlte concurrence and joinder of both shall be
required.
(1) Release from Liability. The Trust Protector shall have no duty to monitor
any trust created by this agreement in order to determine whether any of the powers and
discretion conferred under this agreement should be exercised. Further,the Trust Protector shall
have no duty to keep informed as to the acts or omissions of others or to take any action to
prevent or minimize loss, or to monitor the performance of life insurance policies or
inveshnents.
�2003 Marvin J.Rudnitsky,J.D. 24
Any exercise or nonexercise of the Trust Protector's powers and discretion shall be in the
Trust Protector's sole and absolute discretion,and shall be binding and conclusive on all
persons.
The Trust Protector is not required to exercise any power or discretion ganted under this
agreement. Absent bad faith on the part ofthe Trust Protector,the Trust Protector is released
from any and all liability for the acts or omissions of any other fiduciary or beneficiary or which
arises from any exercise or nonexercise of the powers and discretion conferred under this
agreement.
IN WITNESS WIIEREOF, I hereby subscribe my name to this instrument this
16th day of December, 2003 at Selinsgrove, Snyder County,Pennsylvania.
�� :_._ �,_:�1�
MAR AL E LIPPERT atnx
COMMONWEALTH OF PENNSYLVANIA .
. :SS
COUNTY OF SNYDER •
The preceding instrument, consisting of this and 24 other typewritten pages, was on the
date thereof signed, published and declared by Mary Alice Lippert, the testatrix therein
named,as for her last Will,in the presence of us,who,at her request, in her presence, and in the
presence of each other,have subscribed our names as witnesses hereto.
Marvin mtsky
Wendy S. 6
�2003 Marvin J.Rudnitsky,J.D. 25
COMMONWEALTH OF PENNSYLVANIA .
:SS
COUNTY OF SNYDER •
We, Mary Alice Lippert, Marvin J. Rudnitsky, and Wendy S. Eby, the
testatrix and the witnesses whose names aze signed to the attached or foregoing instrument,
being qualified according to law, do depose and say that we were present and saw each other
execute or witness the instrument as the Last Will and Testament of Testatrix; and that the
Testatrix signed willingly and that she executed it as her free and voluntary act for the
purposes therein expressed; that each of the witnesses in the hearing and sight of the testatrix
signed this Last Will and Testament as witnesses; and that to the best of our knowledge the
testatrix was at that time 18 or more years of age, of sound mind and under no constraint or
undue influence.
(,CX.LCS.
esta •�
�
itness
Subscribed, sworn to and acknowledged before me by Mary Alice Lippert, the testatrix, and
sworn to before me by Marvin J. Rudnitsky and Wendy S. Eby, witnesses, this 16th day of
December, 2003.
/I L!� ,!1 ) C/. lfl,��l
Notary Public
COMMONWEALTM pF PENNSVLVANIA
NOTARIAL SEAL
A duplicate signed original of this PATRICIA E.BENFER,Notary PuMic
document is on file at: Sefinsgrove,Snyder CouMy
My Commission Expires November 11,20W
Rudnitsky & Hackman,L.L.P.
9 Courtyard Offices
Selinsgrove,PA 17870
Phone: (570) 743-2333
Fax: (570) 743-2347
U:\Iippert.ep\testtmstMary.i 1.10.03.doc
0 2003 Marvin 1.Rudnitsky,).D. 26