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Home My WebLink About08-02-13 _ _ _ _ . r. __. ..: .w � _ . ., �—�2 ' c�y(o� c� '� � � �:� �* r�i F:11'll.ES1CIIenIf1N89S Mary Lav1�1E�aM14895.1.1lplemmt.yr.wpd � � '�° �:"y ..::t C::i Cl7 _ c ... . � � , �.� . `-b 4„' l.:i . ^� ' p._... ... � ..� I.. . {r�g �,: (�.) +"m: ESTATE OF MARY LEVINE � ��' . � � 4. C� ..y F'"�I ^`'1 ._.,n.... .'i„+ �~ .�l �S�TE SETTLEMENT AGREEMENT � � � ' � {s • :.� rv ° �.s ', _: o�,� '� � t�3 � T�- THIS AGREEMENT, made this�s F�day of July,2Q13, between Kenneth J. Lev ni e and � Martin Levine,Executors of the Estate of Mary Levine("Executors"),and Kenneth J. Levine and Martin Levine (in their individual capacities) (colleetively referred to hereinafter as the "Beneficiaries"). WITNESSETH: WHEREAS,Mary Levine("Decedent")died on August I5,2012;and WHEREAS,pursuant to the Will of the Decedent dated October 10,2003,a copy of which is attached hereto and mazked Exhibit"A",Kenneth J.Levine and Martin Levine were appointed Executors of the Decedent's Estate by the Cumberland County Register of Wills by appropriate action of the Register of Wills on September 5,2012,and docketed at No. 21-12-0962; and WHEREAS, the Executors have truly and appropriately administered the Estate of the Decedent;and WHEREAS,the Executors have filed the appropriate Pennsylvania lnheritance Tax Return for the Estate and the Return has been audited with a determination being issued by the Pennsylvania Department of Revenue accepting the Return as filed;and WHEREAS,the Executors will timely file the appropriate Pennsylvania and Federal Income Tax Retums for the Estate;and WHEREAS,the Executors have accomplished the payment of all obligations owing on the Decedent's Estate,exeept for any final income taxes and attorneys fees for which funds have been reserved; and WHEREAS, the Executors provided tho opportunity to all Beneficiaries to examine all records of the Decedent in the possession of the Executors and to examine all records of the Estate; and WHEREAS,the Executors have made various partiat distributions to the Beneficiaries;and WHEREAS,the Executors are prepared to achieve the final distribution of the Decedent's Estate subject to the reserve as set forth below;and WHEREAS,the Executors and atl Beneficiaries desire that the administration ofthe Estate of the Decedent bc terminated without the expense and delay of a court accounting and the Parties -1- � l� ^^ �. are witling ta en#er into thia Estate Settlernent Agreement in arder ta expedite the conclusion of the Estate;and WHEitEAS,the�xecutors desire to rnake a distribution ta the Beaeficiaries,pay attorney's fees awing, retain certa.in funds in ortxer ta finalize any tax returns amd any other miscellaneous obligations that may accrue,with any re#ained funds to be distributed to the Beneficiaries at a tater date. NOW,THEREFOI2E,the parties in cansideration oftheirmutual covenarrts herein expressed and intending to�Iegally bound hereby,agree as foilows; 1. The abave-narned Beneficiaries hereby waive the filing of a Formal Ac�counting and Schedule of Distrihutian in thc Estate of the Decedent. 2. The parrties acknowledge that they have been provided with an oppartunity to exarnine a11 paperwork and accourtting of alt expenses and revenues fram the Estate af the Decedent� 3, The parties acknowledge that should any Iiability come due to the Estste of the said Decedent after the signing of this Agreernent,they hereby covenant and agree with the o#her heirs and with the aforesaid Exeoutt�rs thai they wili cantribute pro rata their share of the Estate to satisfy any and all claims,demands,suits,or causes of action which may be successfully prosecuted against the said Estate or the aforesaid Executrix after the signing, sealing and delivery of this Estate Settlement A.greement. 4. The parties agree that the Executars may distribute t,tYe remaining�ssets of#he Estate equally between Kenneth J.Levinc and Martin Levine subject to any retention af funds which the Executors �eel is appropriate in order to pay any taxes or contingent bilts. In the eveni any funds arc retained and after payment of any bills, the Exocutors will sptit equally the baIance remaining between K�nneth J,Lerrine and Nfartin Levine without any fi�rther action required by the parties. 5. The parties hereby farever release, compramise, settte and discharge any and �II claims, demands,actions ar causes of actions,lega�or equitabte,absolu#e or continger�t which any of thern may have against any other party hereto or against the Estate of Mary Levine or its Executors, -2- Kenneth J. Levine and Martin Levine,by reason of any matter or thing growing out of or relating to any property or assets of said Estate,or growing out of or relating to any act of the Executors in the administration of the Estate. This Release sha11 release the Executors from all liabilities,whether due to his negligence or otherwise, which they may have by reason of their administration of the Estate. This Release,however,shall not release the Executors from any claims relating to fraud or claims relating to any willful action of the Executors in failing to disclose or account for assets of the Estate which the Executors may have received. Furthermore,this Release shall not be binding until signing of this Agreement by the Executors and all named Beneficiaries. 6. Each party acknoyvledges that he may present this Agreement to their own private attorney for legal advice if such parties desire such individual legal advice. 7. The parties agree that this Agreement shall be binding upon themselves, their successors, assigns and personal representatives. IN WITNESS WHEREOF,the parties have hereunto set their hands and seals the day and yeaz first above written. WI S: EST E OF ARY LEVINE � � Kenneth J. vine,Executor Martin Levine, Executor � WI ESS: BEN FICI ES: I K eth J. L' vine Martin Levine -3- Kenneth J. Levine and Martin Levine,by reason of any matter or thing growing out of or relating to any property or assets of said Estate,or growing out of or relating to any act of the Executors in the administration of the Estate. This Release shall release the Executors from all liabilities,whether due to his negligence or otherwise, which they may have by reason of their administration of the Estate. This Release,however,shall not release the Executors from any claims relating to fraud or claims relating to any willful action of the Executors in failing to disclose or account for assets of the Estate which the Executors may have received. Furthermore,this Release shal!not be binding until signing of this Agreement by the Executors and all named Beneficiaries. 6. Each party acknowledges that he may present this Agreement to their own private attorney for legal advice if such parties desire such individuallegal advice. 7. The parties agree that this Agreement shaIl be binding upon themselves, their successors, assigns and personal representatives. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day and yeaz first above written. WITNESS: ESTATE OF MARY LEVINE Kenne J evi , ecutor , artin Levine,Executor WITNESS: BENEFICIARIES: Kenne J. e ine in Levine -3- � � , , ,,,,_ , ' � � ��' ; 045-195-�44 C�MS : i01003i ,,.......+. LAaT WTLL AND TESTAMENT � OF ' ..�- !; ' C�e��, -.� � '.-� . _� � �__ n`�. M�,RY LEVINE �-' � : � �O - > '�` ;� �� I , MARY LEVINE, a resident of i�fontgomery County, Marylar�.d, �� , , � '�! �r�� i �� `-,J �czt.,, ii ;��g of sound and dispr�sirzg mind, memory a.nd understanding, do ' �r�� ,j �� ` __ :� �e, publish and declare this as and �or my Last Wil3. and � � - ii �; Testament, hereby revoking an�r and all former Wills and Cadiczls ; ; i� � �� which Z have hereto�c�re made. ; �i � PREANffiLE I i� ' At the time of the execution of this Will, I arn widowed and j � i n.ot remarried and I have two �2} living children, namely, MARTIN � � ' �� LEVINE and KE1�tNETH LEVINE. For all purposes of this Wil�, the ' I # �erms "child" or "children" shall refer only to my children named � # above. Further, for all purposes of this Will, the term "issue" ; ;� � ic�r "descendant" �hall mean a child (as defined abave} , ; ji I� grandchild, great-grandchild, or mare r�mote descendant, whether ', i � so related by blood or legal adoption, and alscr including any of � � ;� the aforesaid born or adopted after the execution of this Will . � �� ;iARTIGLE FIRST: PAYMENT OF DFBTS EXPENSES OF LAST i �� ILLNESS, ,ADMSNISTRATSON EXPFsNSEB� FUrNERAL ; f' EXPLN�E3 AND TAXSS: ' '� i ll I direct the Personal Representatives �.o pay out of and/ar I ; kl i ;� charge again�t my estate, to the maximum extent possibl�: � �I �E A. A11 of my just and enforceable debts (excluding any �� SMVLMI�ti,ROG[N$,Ga.NCA4 �� debt or debts secured by a mortgage or mortgage� or any other POpDY 6 ECYfER.P./�. ROCKVILLE,MD 20452�2143 ! 1I � i � I � � �I! ' i i � � � l , Iien on any property owned by me) , aII adrnzni�tration expense� ofi my esta�e, expenses af my Iast illness and my funeral and burial ; '� expense�, including the co�t of a �uitab2e burial lot and ! � ,; perpetual care thereof, and the cost of th� erection of a �, !" suitable monument or �tarker, or bo�h, or �uch of these as have � �; � ��` not been atherwise pravided for during my lifetime; and the � i; i ;�, � ;' amaunt �.o be expended for such funeral and burial expense� shall � 'i !j be ixi the discretion of the Personal Representatives free af any ( I Ilimitation or restriction impased by law; and all of such amaunt ! . !� or amoun.ts may be paid by the Personal Represent�tives without j z ; - � i � any order o� court; and � �� B. 1 . All estate, inheritance or cather similar taxes by � whatever name called, including any intere�t and penalties � thereon, payable by rea�on of my death in respect of groperty � � i �� included in my gross estate for death tax purposes (but e,�ccluding I I� i; {a} any generation-�kipping transfer taxes, (b) any additional � �i �ax under Section 2032A(c} and Section 2t�57 {f} of the eode or any � { �imilar recapture provisions of the Federal revenue laws, (c} any � � � ii �ax under Section 2056A of the Code, and {d} any death taxes I 1� itnpcssed as a result af the inclusion of proper�.y in my estate �� ! under Sectior� 2044 of the Code {and sirnilar sectians {�} of any� ,� a; ather Federal revenue laws? } (herein referred ta as "Death � '.i i; Taxe�" } , shall be paid, without apportionment, aut of tha�. �i �� portion of my Residuar�r Estate disposed of under ARTICLE THIRD �� I SNUIMAN,Rf}CaER$,GANOAI Powor s EcKCa,P.A. 2 qOCKViLLE.MO d0652�2)i3 �t !� � �I �''' �; ; �; ; i , � � � 7 I ' which does not qualify for any charitable deduction for Federal I , ! estate tax purposes . 2 . Notwithstanding the provisions of subparagraph � �'� B. 1 . of this ARTICLE FIRST, if any part of my gross estate �' consists of property passing outside of this Will which generatesi �� Death Taxes (herein referred to as the "Taxable Nontestamentary � � � Property" ) , then the recipient of the Taxable Nontestamentary ; I'� ' �� Property shall be responsible for an amount equal to the portion � i i: of the total Death Taxes to be paid resulting from the inclusion � i of the Taxable Nontestamentary Property in my gross estate and I the Personal Representatives shall be entitled to collect the i same from such recipient; provided, however, that no Death Taxes shall be collected from the recipient of Taxable Nontestamentary I i� property which qualifies for any charitable deduction for Federal � estate tax purposes . , i I' ARTICLE SECOND: DISPOSITION OF JOINTLY HELD PROPERTY AND i 3PECIFIC BEQUE3TS: i A. I hereby confirm my intention that the beneficial � i iinterest in all property, real or personal, tangible or i � intangible (including, without limitation, stocks, bonds or other I � jisecurities and checking or savings accounts in any bank, savings � � i ; , ! and loan association or similar institution) , which is registered I' � i� or held at the time of my death jointly (other than as tenants in � I�� icommon) in the names of myself and any other person, shall pass I �; by right of survivorship or operation of law and outside of the i SMULMI.N,ROOCR$,GANDAL �] Ponor 6 ECK[q,P.A. I .7 ROCKVILIC.MD 20852-2]43 li i� / • � � II i ,I � , � � . � , � �, terms and provisions of this Will to such other joint owner if such other joint owner survives me . In the event that my � intention may be defeated by any rule of law with respect to any ; ' such jointly held property, I give, devise and bequeath such ' j �! jointly held property to such other joint owner if such other � �� , , ;''� joint owner survives me . ;� � , I� B . 1 . I give and bequeath the sum of FIVE THOUSAND I ,i I� DOLLARS ($5, 000) in cash, outright and free of trust, to my i ji I i� friend, RONI I. HANDLER, if she survives me . � � i 2 . I give and bequeath the sum of FIVE THOUSAND I I I� DOLLARS ($5, 000) in cash, to my friend, CATHERINE STJI�II�SERVILLE, if she survives me. ARTICLE THIRD: RESIDUARY ESTATE: I I iI hereby direct that all the rest, residue and remainder of iimy estate remaining after payment or making provision for payment � lof all my just expenses, costs and debts as provided in ARTICLE � �' FIRST above, and after satisf g qu � ,i yin all be ests and devises made i 'iin the above items of this Will, consisting of all of my property ; i (real, personal or mixed) of whatsoever kind and description and � li � !Iwheresoever situate, tangible or intangible, which I shall own or � ; � Ito which I shall in any way be entitled at the time of my death i � ; ! or over which I shall have the power of testamentary disposition � i� i� (but excluding any property over which I have, at the time of my �� i� death, solely a power of appointment) , hereinafter referred to as I SHU�MAN,ROOERS.GANDA� Ponov 6 Ecncn,P.A. 4 ttOCKVILL[,MD 20852�2�43 �i {� III ( /� � I I I � , � , , , my "Residuary Estate" , shall be sold by my Personal ,� Representatives, and the proceeds in cash therefrom shall be � disposed of as follows : ' ,I A. The proceeds from the sale of my entire Residuary ' '� ', Estate shall be divided into such number of equal parts as shall ; i� I; provide one such part for each of my sons who survives me and onej !i I �� such part for each of my sons who has predeceases me leaving his i �� , � surviving widow or any of his surviving issue . Such equal parts '! i � shall be disposed of as follow: � � 1 . Each such part so provided for a then-living son j of mine shall be paid over and distributed, outright and free of ; trust, to such then-living son. I � 2 . Each such part so provided for a then-deceased son I of mine who leaves a then-living widow shall be paid over and � ii distributed to my Trustees, as hereinafter named, IN TRUST. The i I I� Trustees shall hold, manage, administer, invest and reinvest the � � same, shall collect the income therefrom and, after deducting all � ;i , Ilcharges attributable thereto, may pay, to or for the benefit of � � my deceased son' s widow, such sums from the net income and/or I �,iprincipal of such widow' s trust as the Trustees shall deem i �� i necessary or desirable for such widow' s health, support, i I !, education or maintenance, or to establish such widow in a i i ;� business or to encourage such widow to remain in any business in � � i iwhich such widow may be engaged, or to assist such widow in the SMULMAN.R06[RS,GANDAL I C POROY 6 ECNER,P.A. .J aOCNVILLE,MD 20052-2�43 i I I /y/7'' � III I �i �i I � � , acquisition of a home, or for any other purpose that will further ; �i ; the best interests of such widow. Any income not so distributed � i � I' shall be added to the principal of such widow' s trust annually. ;I Upon such widow' s death, her trust shall terminate and the then- � '�' remaining balance of principal and undistributed income, if any, ; ,; i i, � ;; of such trust shall be disposed of as provided in subparagraph ; � �� I A. 3 . of this ARTICLE THIRD. �� 'I! �, '�j 3 . Each part so provided for a then-deceased son of j ' mine who leaves no then-living widow (or whenever it is provided � in this Will that property shall be disposed of as provided in subparagraph A.3 . of ARTICLE THIRD, such property) shall, subject to the provisions of ARTICLE FOURTH, be distributed to such deceased son' s then-living issue, per stirpes . i B. If I am not survived by any of my descendants or either �'' of my sons' widows, or in the event that at any time provided for � the distribution of my estate or any trust created hereunder I i i i there are no persons then-living who are entitled to receive the I� � ; distribution of my estate or such trust under the terms above, ; � then said distribution shall be paid to those of my heirs living � on the date of distribution, as though I died on the date of i � � distribution of such property intestate, without a spouse and a �� resident of the State of Maryland. i� � � � SNULMAN,ROOCFS�GANOAL . � Poaor 6 EcKen,P.A. ROCKVIILE.MD 20852�2�43 I � � � �' � �� ,� � � ; ARTICLE FOURTH: TRUSTS FOR GR.ANDCHILDREN; PAYMENTS TO OTHER j �: �� BENEFICIARIES • ; i �� ' A. Trusts for Grandchildren: Notwithstanding any �, �,; foregoing provision of this Will to the contrary, if at any time ! �; � �i I ��I any share of my Residuary Estate (or upon the termination of any � ��, !� trust established hereunder, any share of such trust) becomes ; i I �� i � ii distributable free of trust to a grandchild of mine who has not i � �', �i yet attained the age of THIRTY-FIVE (35) years, then such grandchild' s share shall not vest in or be distributed to such � grandchild outright, but shall, instead, be distributed to the Trustee, as hereinafter named, IN TRUST. The Trustee shall hold, manage, administer, invest and reinvest the same, shall collect the income therefrom and, after deducting all charges attributable thereto, may pay, to or for the use or benefit of such grandchild, such sums from the net income and/or principal ,I of such grandchild' s trust as the Trustee shall deem necessary or j i j desirable for such grandchild' s health, support, education or � � % � maintenance, or to establish such grandchild in a business or j profession, or to encourage such grandchild to remain in any I � business in which such grandchild may be engaged, or to assist I � such grandchild in the acquisition of a home, or for any other i Ipurpose that will further the best interests of such grandchild. 'I ;I I � Any income not so distributed shall be added to the principal of j I ': such grandchild' s trust annually. i i SMULMAN,RO�ERS,GANDAL � Ponor 6 Ecnen,P.A. ROCNViILE.MO 20852-2�<3 � � � � � � i i I � � ; l . When such grandchild attains the age of TWENTY- ;j , FIVE (25) years (or, if at the time when such part is set aside ' ', for such grandchild, such grandchild shall already have attained ' !�� such age but not the age of THIRTY (30) years, then at such ' !! time) , the Trustee shall pay over and distribute, outright and �I „ ��i; free of trust, ONE-THIRD (1/3) of the then-remaining balance of i � ;'� , ��, principal and undistributed income, if any, of such grandchild' s ! �I � trust to such grandchild. When such grandchild attains the age � � ! of THIRTY (30) years, the Trustee shall distribute, outright and � i i Ifree of trust, ONE-HALF (�) of the then-remaining balance of � I � principal and undistributed income, if any, of such grandchild' s trust to such grandchild; provided, however, that, if at the time the part referred to in this subparagraph A. 1 . is set aside for � such grandchild, such grandchild shall have attained at least the age of THIRTY (30) years but not the age of THIRTY-FIVE (35) ; years, then, at such time, the Trustee shall pay over and � I i, distribute to such grandchild, outright and free of trust, TWO- � THIRDS (2/3) of the then-remaining balance of principal and ! � ! iundistributed income, if any, of such grandchild' s trust . When �I � � such grandchild attains the age of THIRTY-FIVE (35) years, such j i I I grandchild' s trust shall terminate and the Trustee shall pay over � ' i and distribute the then-remaining balance of principal and � i undistributed income, if any, of such grandchild' s trust to such , grandchild. SNU�MAN,ROGER9,GANDAL I Q i Ponor 6 ECKert,P.A. � ROCNVILLE,MD 20892�2]43 i II '�'y' � � � i � � �! � � I : 2 . In the event of the death of a grandchild prior toj '� complete distribution of such grandchild' s trust, such trust , or ii '�I the remainder thereof, shall be distributed as follows : ' a. The Trustee shall , subject to the provisions I ;; I�i of paragraph B. of this ARTICLE FOURTH, pay over the remaining � iI ;�; principal and any accrued and undistributed income of such trust i i ii ; to such grandchild' s issue who shall survive such grandchild, er � li � �i stirpes; or, in default of such issue, subject to the provisions I I ! of paragraphs A. and/or B. , as the case may be, of this ARTICLE � , FOURTH, to the issue of such grandchild' s parent who shall survive such grandchild (which issue are also issue of mine) , per ' stirpes; or, in default of such issue, subject to the provisions � of ara ra hs A. and/or B. , as the case ma be, of this ARTICLE I P 9 P Y � � i FOUR.TH, to my issue who shall survive such grandchild, per ; stirpes; or, if there are no issue of mine surviving such I � grandchild, to such of the beneficiaries identified or described � ; in Paragraph B. of ARTICLE THIRD of this Will (i) who would be i i 'I ' entitled to my Residuary Estate had I died after such grandchild I iwith no spouse or issue surviving me and (ii) who shall survive j � such grandchild, in the same proportions as described therein; � I � iprovided, however, that if any share or portion of a share would i � be held for and/or distributed to a person for whom a trust is � � � then being administered under this Will, such share or portion of � SHUIMAN,ROG[RS,GANDAL A Portor 6 EcKen,P.A. 7 ROCNV�LL[.MD 20652-2]43 �^^ � I �� I 'I � I such share shall be added to that trust and shall thereafter be i I administered and distributed according to its terms. � , , ' b. Notwithstanding the foregoing, if upon such , � �� grandchild' s death a generation-skipping transfer would occur if � 'I� such trust were distributed as directed in subparagraph A. 2 . a . ofj i; � �i ! '� this ARTICLE FOURTH which, but for this provision, would be j �i I� i subject to a generation-skipping tax, then each share of the � �� ! trust which would (i) be distributed under said subparagraph I � A.2 .a. to a "skip person" (as that term is defined in Section i ; 2613 (a) of the Code) and (ii) be subject to generation-skipping � transfer tax, shall be distributed as such grandchild shall by Wi,ll appoint, by specific reference to this power, whether in favor of such grandchild, such grandchild' s estate, such � grandchild' s creditors or the creditors of such grandchild' s estate . In default of the exercise of such general power of �� appointment, or to the extent that the same is not exercised � ' � ' effectively, or in the event no general power of appointment ' � � exists pursuant to the foregoing sentence, such share of the � i I trust shall be paid over and distributed to the beneficiary to j � whom such share would otherwise have been distributed under i subparagraph A.2 .a. above. � i B . Payments to Other Benefici�aries : If at any time any j I property becomes distributable free of trust to a beneficiary (other than a grandchild of mine) who has not attained the age of SMULMAN,R06CR8�GANOAI �O Ponor 6 EcKert,P.A. ROCNVILLL.MD 20652�2J43 I I �''^jI • "" � ! I I i I� i ; eighteen {18} �ears (a� tw�nty-one {22} years if distribu�ion is ; i made pur�uant ta subparagraph B. l . below and the custodianship '� can continue to such age} , �.hen such praperty shall immediately ,� ` vest in the beneficiary, bu� the fiduciaries, in the fiduciaries' i �j � ;i discretion, may hold andjor distribute such property a� follc�ws : ! ;i , -;f � . T�e fid�zciaries may pa� osrer such prc�pert� to a � ,, custodian for such minor under a Uniform Gi.fts or Tran�fers to � i ; '� Minors Act . If such proper�.�r is paid to a custodian, the j custodian ma}r be appointed b� the fiduciari.es, and the i custodian.ship shall continue for the maximum period allowable � under the applicable Uniform Act . �� 2 , The £iduciaries may retain possessian of such j � I � property during the period in which the beneficiary is under the i E age of eighteen (18) years. If the proper�.y i� retained by the � fiduciaries, then during such reten�ion, the fiduciaries shall ( i use and expend so much of the net income and/ar p�incipal of such ; i property as the fiduciaries shall deem necessary ar desirable for ) �uch beneficiary' s health, �uppvrt, education or maintenance, or � for any other purpoae that will fur�her the besC interests of the � beneficiary. Such payments may be made to the natural or legal � � , guardian, or to the person with whom such beneficiary resides, or i i directly ta such beneficiary, or otherw.ise, as the fiduciaries � may �ram time ta time deem advisable, and the fiduciaries shall � � accumulate for the bene�it af such beneficiary an�r incarne not so � 1 SMULMAN.R06(R78�GANDAL ^1 �1 � Ponpr 6 EcKtn,P,A. 11 ROCNVIl4E,MO 20052-2�43 �� " �� ;i �� i , � , , applied or paid. When such beneficiary attains the age of ', ' eighteen (18) years, the entire amount then held for such ; '� beneficiary shall be distributed to such beneficiary, and in casel i' of the death of such beneficiary prior thereto, shall be , � � ,; distributed to such beneficiary' s estate. il �i ii ARTICLE FIFTH: SPENDTHRIFT PROVISION: ,� i .,� ,; � To the extent permitted by law, the beneficiaries of my ! �'� estate or any trust created hereunder shall not have any right to � t ' �' assign, transfer, hypothecate, encumber, anticipate or commute I � their interest.s in any distributions or payments made hereunder. I To the extent permitted by law, such distributions or payments � shall not in any way be subject to any legal process levying upon i � or attaching the same for payment of any claims against any of � '� the beneficiaries . If any beneficiary shall alienate or attempt ito alienate such income or principal , or if, by reason of i I; bankruptcy, insolvency, or any other means, said income or � i principal could no longer be personally enjoyed by such I � beneficiary, but would become vested in or payable to some other i ilperson, then the fiduciaries may in the fiduciaries' complete and �i I� uncontrolled discretion, refrain from paying such income or � � ' �iprincipal to such beneficiary in whole or in part, or apply it to � the maintenance and support of such beneficiary, or pay the whole � ior part of it to one or more member of such beneficiary' s family. ARTICLE SIXTH: SIMULTANEOUS DEATH CLAUSE: SMULMAN,ROGERS,GANDAL POROY 6 ECKER,P.A. �� NOCNVILL[,MD 20852-2J43 �I I ,VN,•� II'� I I I I III ! � ' If any beneficiary and I should die under such circumstances !, that the order of our respective deaths cannot be established by ; ' adequate proof, or if such beneficiary shall not survive me by at ; �', ; least sixty (60) days, then it shall be conclusively presumed forl ;� , '' the purposes of this Will that said beneficiary predeceased me . i �� , ''� ARTICLE SEVENTH: APPOINTMENT OF FIDUCIARIES; FIDUCIARIES' � �! RIGHTS, POWER3 AND DUTIES; PER30NAL ! �� REPRESENTATIVE' S SPECIAL ELECTIONS; RULE ; I AGAINST PERPETUITIES : I A. Appointment of Fiduciaries : I ;� � � l . I hereby nominate, constitute and appoint my children, MARTIN LEVINE and KENNETH LEVINE, to serve together as I i Personal Representatives . In the event that either of my ` I children fails to act or ceases to serve for any reason, then the remaining child may serve as sole Personal Representative . I Whenever there are two Personal Representatives serving, action ; may be taken only unanimously; provided, however, that, if my � � '� � �� Personal Representatives cannot reach a unanimous agreement with � i� respect to any action made or to be taken with respect to my I I� �� estate, then I appoint my nephew, STEVEN H. LEVINE, of � Washington, D.C. , as sole arbitrator for purposes of settling any � � ,, , iisuch disagreement i I 2 . a. In the event that my son, MARTIN LEVINE, li ii � shall predecease me, I hereby nominate, constitute and appoint my ; � jl i ilfriend, MARTIN P. 3CHAFFER, and MARTIN's surviving widow to serve „ � I II i '] , SMUIMAN,ROOERS,GANCAI I I ��7 I Po�or 6 EcKCA,P.A. � ROCKVILL[.MD 2086 2-2 7 43 �I �I 'I fil � I � � 'll I I ' together as Trustees of any trust established under subparagraph '', I: A. 2 . of ARTICLE THIRD for the benefit of MARTIN' s family; I' ; , ,, � provided, however, that if MARTIN P. SCHAFFER fails to act or , '' ceases to serve as Trustee, then SHELDON DOSIK, of New York, New I �i; �� York, shall serve in MARTIN P. SCHAFFER' s place and stead. I , �� '� hereby direct that in no event shall my daughter-in-law serve as ( i �i sole Trustee of any trust of which she is also a beneficiary. � � i I� b. In the event that my son, KENNETH LEVINE, !, �� I iI � shall predecease me, I hereby nominate, constitute and appoint my friend, DANIEL RR.AFT, and ItENNETH' s surviving widow to serve l ,� together as Trustees of any trust established under subparagraph I � A.2 . of AR.TICLE THIRD for the benefit of RENNETH' s family; � i i � provided, however, that if DANIEL KRAFT fails to act or ceases to � I ; serve as Trustee, then 3TEVEN H. LEVINE shall serve in DANIEL i (� ' KR.AFT's place and stead. I hereby direct that in no event shall I � my daughter-in-law serve as sole Trustee of any trust of which � �� she is also a beneficiary. i !i I i i I I i � �� c. Notwithstanding any other provision of this I I�, Will to the contrary, the subsequent remarriage of a widow of a i '�I i ;ison of mine after a trust has been created for the benefit of � I,i i I�Isuch widow under the provisions of subparagraph A.2 . of ARTICLE � jjTHIRD, shall not terminate such trust, nor shall such subsequent �� I �� ; SMULMAN,ROO[I�E.GAMDAL �I i �� I Ponor 6 EcKCrt,P.A. ROCNVILL[,MD 20l62-2]13 �� 'I � r � I' I �� I ' remarriage, in and af itsel�, eause such widaw to cease t� serve ; � ; as Trus�ee hereunder. � ,� , ,, d. I hereby nc�minate, cc�n�titute and appoint ;; MtARTIN P. SCHAFFER to serve as Trustee of any �.rus� e�tablished i ,� , �,� ��; :;� under paragraph A of ARTICLE FC3URTH for the benefit af the i il i i ;; children of m� son, NtARTIN LEVINE; provided, however, �hat if I � � � ! MARTIN P. SCHAFFER fails to act or ceased to serve as Trustee, j I, ( ; then SIiELDQN I}OaZR shall serve �.n NCARTIN P. SCHAFFgR's place and � ! stead. � e. Z hereby naminate, constitute and appaint � � � DANIFL KRAFT and his wi�e, CATHY KRAFT �o serve together as Ca- Trustees of an� trust e�tablished under paragraph A of ARTICLE FOURTH for the benefit of the children of my san, RENNPTH LEVINE; provided, however, that if DANIPL KRAFT and CATHY 1CR.AFT bo�h �ail � � to act or ceased to serve a.� Trustees, then my nephew, MARR � � LEVINE anci his wife, ILENE LEVINE, shall serve in DANIEL RRAFT � Et �I i ' and CATHY KRAFT'� place and stead. j I 3 . a. Each person who is appointed a� Personal j � Representative pursuant to �.he provisions of this Will (other � E � than an ancillary Co-Personal Repre�entative appointed hereunder) � j shall. have the pawer to appoint one or rnore persons to ser-ve as a � I � � � i successor Personal Representative or Co-Personal Repre�entative; I i provided, however, that any such de�ignatian must be approved by � all Personal Representatives then serving hereunder. � SHV�MAN�ROO[RS�GANDA{. � �C Pqnor 6 EcKCa,P.A. -� aacKV��c,«o xoaez-a�+a y i I i � � i � , 3� , ; b. In �he event no Fersonal Repre�entative i ; ; appainted. pursuant to this Will is willing or able ta serve, a � � i majarity of the adult beneficiaries af my estaCe {or, if there ; I ;j are na such adu1� beneficiaries, then a majori��r af the min.ar i ;� ;� bene�ieiaries af my estate, as represented by �heir Guardians} �� , l, , ;; �hall appaint one or more persons to serve as Persanal ; � ' ! Representative of my� estata, �I �� c. Any such appointment shall be rrtade by inter j I� , !� vivo� or testamentary written instrument delivered to the + i � designee. I � � 4 . a. Any Trustee serving hereunder shall have �he � power to appaint one or rnore persons ta serve as a successor Trustee or Ca-Trustee; provided, hawever, that any such i I designation rnust be approved by all Trustees then serving � � hereunder. � �' i � b. Notwithatanding any other provisians af this � � � Will to the contrary, no individual Trustee shall participate in � � ; � any decision regarding any discretionary payment ar applicatian j 1 of principal ar income to or far the benefzt a� any benefi.eiary � il who the Trustee is legally obligated to supgort ar from an�r trust � I iof which the Trustee is an income beneficiar�, a remainderman or � �� an eligible incame bene�iciary ar remainderman, nor may any f' individual Trustee participate in any discretionary termination j of any such trust . AIl such decisions sha11 rest exclusively in SXU�MAH,Rooene,CiANDAL �� PdRpV 6 ECNER,P./4. RQCKVItIC,MO 20652-2�43 � ��. �� ! � ; r the discretion af th� other Tru�te� ar Trustees then acting hereunder. The preceding sentences sha21 not apply ta a power tai ; rnake dis�.ributions �a a beneficzary pur�uant to a standard ! �? limi�ing such distributions to �he beneficzary' s needs for � �� ;j '! health, �upport, maintenan.ce or education. I '� c. In the even� of the re�ignation, refusal or � '� � ; inability ta act of an�r Trustee acting or appainted to act �i I �� hereunder, if no succes�or Trus�ee is designated by this Will or � i {� by said Trustee, a majority of the adul�. beneficiaries of such � 4 � f� trust wha are at the time entitled �.o ar eligible �o receive � income from �he trust (hereinafter the "income beneficiaries" ) � � or, �.f none, the parent�, guard�.ans, or conservators of a majority of �.he minor income berneficiaries, may appain�. a successor Trustee to administer the tru�t ; provided, however, �� that such beneficiaries may not appaint as successor Trustee any fi ! � persan who is a beneficiary of the trus� o�: the spouse of a ' � beneficiary. I; � � d» Any such appointmen�. shall be made by a.nter i � ! � vivos or testamentary written instrumen� delivered to �he designee. %� I � e. An� Tru.stee acting h�reunder may a�. any ta.me i � resigr� f ran7 �uch of f ice {i) upon giving at least thirty {3 0} da�s � � � 1, notice in writing ta the other Trustee or Trustees then acting, � � i � or upon the earlier written con�ent of such other Trus�ee or � SHULM.AM�R06CN9�GANDAG � �� Popav 6 EcKCn,P.A. ROCNYt�LE,MD 2(7832-2J43 {� � �� i� � �� I Trustees upon receipt of such written notice, or, (ii) if the Trustee shall then be serving as the sole Trustee, upon giving atl. ',�; least thirty (30) days notice in writing to the then-current � '�'� income beneficiaries (whether mandatory or discretionary) of suchl � !�� trust and to those remaindermen who would take if the trust i 'I t; ! '� terminated at such time and who are then sui '�uris, or upon the � ��I earlier written consent of such then-current income beneficiariesi ,� I. , � ;i (whether mandatory or discretionary) and remaindermen of such � trust upon receipt of such written notice; provided, however, � that if there shall be no such then-current income beneficiary � (whether mandatory or discretionary) and no such remainderman, and such Trustee shall then be serving as sole Trustee of such � trust, such Trustee' s resignation and appointment shall not be I effective unless and until a successor Trustee shall have been � appointed and such successor Trustee shall have executed and I ' delivered to the resigning Trustee a written instrument � � I! acknowledging such successor Trustee' s acceptance of the i � �� appointment . Said notice of resignation shall specify the date I Ior event upon which such resignation shall become effective . The ii i�� power of a Trustee to resign shall apply concurrently and i, I successively to all successor Trustees . When such resignation or � ' when the removal of a Trustee becomes effective, the resigning or �I �' removed Trustee: (i) shall promptly transfer, pay over and i deliver the trust property and records in such Trustee' s hands to i SMULMAN,ROO[RS,GANDAI �� Poncv 6 EcKCn.P.A. ROCNVILLE.MD 20852-2]43 I I� \V,^(Y^{ � II I / 'i i � any other Trustee who is then acting, (ii} shall thereafter be � � ' discharged from alI powers, trusts, duties or abligations ;' hereunder and {iii} �ha1l no langer be a Trustee. , '� 5 . My es�ate ar any tru�t created hereunder may pa� � �� :;� to any fiduciar� fai,r and reasonable compen�ation �or services ! i '' erformed for m estate ar an �rust created hereu.nder. For ;' P Y Y ' I� i `� purpo�es of �his pa�agraph, fair and r�a.sonable compen�atian j i �� shall �e determined as follc�ws: � ��I` ! a. The �tandard hourly rate of an individual i �fiduci�ry� wha pravides professional services to my estate ar any t � trust created hereunder sha�.l be deerned to b� i so factc� fair and �, 1� reasanable campensation for the services performed by such �� fiduciary for my estate ar axYy �rust created hereunder. Further, � � i � the rate which i� equivalent to the rate which an individual � '� engaged in the busiraess of providing estate or trust � � �� administratian services charges for such services shall be deemed � ; !ita be fair an.d reasonable cQmpensatian �'or a fiduciary wha dae� I iinot prova,de professional services on a standard haurly basi.s. �� b. Any corporate fiduciary serving hereunder �! shall receive compen�ation for services performed for my estate j� � or any trust created hereunder in accordance with the corporate I ` fzduciary` s pub2�.shed fee schedule, as amended from time ta tirne. "; i E; 6 . I direct that no band or surety on bond shall be ;� �arequired of an� fiduciary appointed hereunder or in accordance �� ;� �t SHULMAN�ROG[RS�GANDAL � Ponpr 6 EcK[n,P.A. � �� ROCMYI{.i.f.hFDS'O6S2-2]43 f � '� � � I; � � 1 , herewith for the fai�hful perfarmance of such fiduciary' s duties � i � : in any fzduciary capacity hereunder in any jurisdictian; or if � ; '` band or other security is required by law, it is my request that � E ;� it shall be a naminal bc�n.d or a�.her security. ; �� 7 . Except for wil3ful default or gross negligence, nai �� , i1 fi.duciary shall be liable for any actf omis�ian, loss, damage or i ;� ; �� expense arising from the performan.ce of such fiduciar�r' s dut�r j I� � ;' under this instrument . A successor fiduciar�r �hall succeed ta � i i � a31 the powers, duties and discretion.ary authorit� of an original i t � fiduciary. No fiduciary shall be liab�.e or responsible in any � way far any acts or defaults of any predecessor fiduciary, but such fiduciary shall be liable only for such fiduciary's own acts or defaults in respect to property actually received by such successor fiduciary. � 8 . A person acting as a fiduciary or a person nat �I then acting but appainted or designated as a fiduciary hereunder j ! ! i �� shall be deemed disabled or atherwi�e incapabie of acting, and �� hall be deerned �o have cea�ed to be a fiduciary hereunder or deemed to be unable to act �n such capaczt�r, upon any of the � following: � !' a. Such fiduciary' � death or written waiver or i �k resignatian to act hereunder; or I �; b. A caurt arder, which the recipient deems to � ;� be jurisdictionally proper and still currently applicable, E SMULMAN,Roocna,CaANDA4 +�y PopDr 6 EC1ckn,P.A. iG 0 ROtNVtL�C,MD ZQH�32�2JA3 I{ � �� iI � E � i,' I� I I I i� � � holding �uch fiduciary �o be legally incapacitated to act on ehalf of in estate or an trust creat�d hereunder• ar Ib y y , , i c. �uly� executed, witnessed and. acknowledged ' 'i written certificates of such fiduciary' � incapacity, a� least two ; ;; , '� of which are then unrevoked, of three la.censed phy�icians, each � � � ; af whom represents tha.t such physician is certified by a ; � � � recognized medical board, has examined �uch fiduciary and has � I ' i� concluded that, by reasan of accident, physical or men.�al � I � � illness, prc�gressive or intermi�.ten� physical or mental j i � deterioration, or other similar cau�e, such fiduciar�r had, at the I � date thereo�, become incapacitated tn act ratianally and f � prudently ta loak. after my estate ar any trust created hereunder, � � which the recipient deems to be credible and s�ill currently � �� applicable; or � � i � d. Other eviden�e which the recipient deems to � �� i �fbe credible and �till currently applicable that such fiduciary ( � I I i f� has disappeared, is naccountably absent, ar i� being detained � I � under duress where s ch fiduciary is unable to effectively and j �� prudently laok after my estate's or any tru�t` s be�t interest . �I �i �� In the eve t that such fiduciary �hall be considered to t �i �� be di.sabled pursuant to the aforesaid standard�, such fiduciary's � I l� incapacity shal�. be eemed to continue until such caurt order, � � �� certi.ficates andJor ircumstances have become inapplicable or � have been revt�ked in the manne� herein indicated. � � , $MULMAN�F700�qp�GANpA.4 +�f1 � Pawpr 5 Eckca.P.A. i +G 1 � ROCKVi4tl,M02Q852-2]43 ! Ili , '�wr�r+j � i� � f �{ i� I � � � � ; B. Fiduciaries' RicLh,�s, Powers an.d Dut ies : ; � 1 . Rights , Pawers and Dutie� af Personal i Representatives ; ,� ;� In lirnitation of the rights, powers, privilege� -� , �� and discretians generally� vested in fiduciarie� by law, I give toj � �� my Personal Representative, the following powers, said powers to � �; I t � j! continue in effect with respect to any property at any time held �I i �� hereunder until the �ale and distribution thereof pursuant to the � � term� of thi� Will : � i � � a. To retain an ro ert y p p y, real or personal, i included in my estate or received by the Personal Representatives only until such time as such prc�per�y can be scald for fair market value. b. To sell, with or without notice, at public or private �ale, far cash or on credit, with ar without security, to exchange and to gran�. options to purchase any property, real ar personal, which zs included in m� estate or is at any �ime held �� hereunder, and, in so daing, to execute a17. necessary deed� or 1� ather documents or instruments. � � c. Ta make con�rac�� and agreetnents; to � � compromise, settle, release, arbitrate car accept arbitration of � any debts or claims in favor of ar against my esta�e; to sue on � behalf o� my estate and to defend any suit against the same. i � � � Id. To vote, in pereon or by proxy, any stock or � securities held hereunder, and to exercise or delegate all rights I and privileges (such as subscription rzght� and canversion ( privileges) and discreta.onary powers in con.neetion therewith. � e. To exercise any options or warrants for the � � purchase of aecurities; or, alterna�.ively, not ta exercise any � such options or warrant� (and allow thern to lapse) . , � . � I f. To consent to and participate in any �� reorganization, consolidation, rnergerf dissolution, sa3.e, lease, mortgage, purcha�e or other action affecting any stock or securities held hereunder, and to make payments in connect�.on �herewith. � SHULMAN�ROOCRS,GANDA{. �,r� Poaor 6 EcKCw,P.A. G ROCKVIt4E,XD 20852-2T�t,J { � � �j s � , �; � I i !i g. To employ agents, attorneys, accountants , ' ','i brokers, counsel (including investment counsel) or others, I �i whether individual or corporate, and to pay their reasonable !, '! compensation and expenses. Any Personal Representative may servei 'j in any such additional capacity and be reasonably compensated fori �ii services rendered and expenses incurred in such additional ', �� capacity. I � h. To hold any property, real or personal , in !, the name of a nominee, or in the name of any or all of the ' '�' Personal Representatives as Personal Representatives, until such j ' time as such property is sold by the Personal Representatives in ;' iaccordance with the provisions of ARTICLE THIRD of this Will . ' i � i . To make such divisions, distributions or i advances, at any time and from time to time during the period of administration of my estate, of all or any part of the net incomel or principal of my estate as the Personal Representatives deem appropriate. � j . To perform and carry out the provisions of any contracts or business agreements to which I was a party and which may be in force at the time of my death (including, but not limited to, agreements of general partnership, limited partnership, limited liability company, or joint venture, and agreements arising out of my interest as a member, an officer, director or stockholder of any corporation) , and to renegotiate the terms of any such contracts or agreements; and to wind up and liquidate any such business (whether a sole proprietorship, general partnership, limited partnership, limited liability � company, joint venture, corporation or other entity) in which I may have an interest at the time of my death, without liability ! for loss resulting from the winding up or liquidation of such business except loss resulting from the Personal Representatives' own willful default or gross negligence . k. To lend money to any beneficiary of any trust created hereunder, with or without security and with or without interest . 1 . To renounce and disclaim, in whole or in � I part, any legal or beneficial interest in or power over any � property bequeathed, devised, distributed or transferred to the I Personal Representatives . m. Notwithstanding any other provision of this Will , so long as my estate or any trust created hereunder includes any stock of an "S corporation" (as defined in the SHULMAN�ROO[RB�GANDAL Poncr 6 EcKCR,P.A. 2 3 pOCItVILI[.MD 20852�2�43 I , {/�/`� I ( ' • I j� � � �� I II II' II Code) , the Personal Representatives are specifically prohibited ; i from doing any act, the commission or omission of which would ', !' voluntarily or involuntarily cause the termination of the � � election of such corporation and its stockholders under and " pursuant to Subchapter S (Sections 1361 through 1379, inclusive) 'I!, o f the Code. 'i, n. Generally, to do any and all acts and things � �' and to execute any and all written documents or instruments with �, I'� respect to any property at any time held hereunder which will i !I facilitate the sale, at the highest value, of such property. �I i �'� o. To insure the assets of my estate against i Idamage or loss and themselves against liability with respect to i � ; third persons . ' , i p. To abandon any property, real or personal , � which they deem to be worthless or not of sufficient value to warrant expending efforts to sell; or to convey any such property for a nominal consideration, or without consideration. � q. My Personal Representatives may arrange for I extensions of time for the payment of estate and inheritance taxes or may postpone the payment of such taxes upon future interests until the time possession thereof accrues to the i beneficiary or beneficiaries. My Personal Representatives may i compromise any tax assessed against my estate. i r. To deduct from the income of my estate I� � reserves for taxes, assessments, insurance, repairs, ! depreciation, obsolescence, depletion, maintenance and other i anticipated expenses and to allocate such deductions between the hereof in such manner as they deem proper. � � , s. Whenever required to make a distribution of all or a part of my estate, to retain therefrom an amount of cash sufficient in the Personal Representatives' judgment to cover any liability which may then or later be imposed upon the Personal Representatives, including but not limited to, the Personal i Representatives' liability for estate, inheritance, income or other taxes, until such liability shall have been finally determined. � '� I t . To the extent permitted by law, the Personal iRepresentatives shall not be required to make or file any inventory or appraiaement or to make or file any annual or other reports or accounts to any court in any jurisdiction; and, in addition, any Personal Representative may accept his or her SNULMAN,ROG[R8,GANDAI ,t Poaor 6 Ecn[n,P.A. 2`i ROC1fVILLC�ND 20832-2��3 /�_ �. N � ( . �'_ i I I ' appointment without a judicial settlement of the accounts of any '� predecessor Personal Representative. ', u. The Personal Representatives shall not be ; Ii re uired to obtain the order or approval of any court for any �, � q transaction affecting any sale of any assets of my Estate, nor � Ii shall any person be required to inquire or investigate into the ! �� Personal Representatives' authority for entering into such sale, I ;i or to see the application made by the Personal Representatives ofl !�' the proceeds of any such sale. , �I v. All of the rights, duties, powers, , �I authorities, and immunities given to the Personal Representatives � in this Will shall continue until the Personal Representatives �� shall have made actual distribution of all proceeds from the sale of all of my property hereunder. i , w. Notwithstanding any other provisions of this instrument, any Personal Representative acting hereunder may � delegate, at any time or from time to time, any or all of such Personal Representative' s rights, powers, duties, and authority to any other Personal Representative acting hereunder; provided, however, that any such delegating instrument shall be revocable at any time. x. If more than one Personal Representative serves at any time, the signature of any one authorized Personal Representative shall be sufficient in exercising any of the powers referred to in this Will, and the signature of any one i i authorized Personal Representative shall be sufficient when � � endorsing or otherwise negotiating any checks, stock ; certificates, shares of investment trusts, stock or bond powers, Ior any of the other assets that may be held in my Estate � � hereunder from time to time. The provisions of this paragraph � ' are included for ease of administration only and do not relieve i any Personal Representative hereunder of such Personal � Representative' s duty to obtain the consent or concurrence of any Personal Representative to any proposed action or in any other way alter or expand any of such Personal representative' s powers li and discretions hereunder. , i y. All determinations by the Personal � � Representatives as to any act taken by the Personal � �� Representatives under my Will shall be in the Personal � Representatives' sole and absolute discretion. z. While recognizing the duty of the Personal Representatives to minimize taxes (taking into account income and � SMULMAN,ROOERS,GANDAL �C Ponor 6 EcK[n.P.A. .••� NOCNVIILE,MD 20852-2�43 � I '� �- ! � ,! , �� i �� II other taxes as well as estate taxes, the deferral of tax as well '' as the rate of tax, and taxes on the beneficiaries and their ', estates as well as on my estate) consistent with my other ,' planning objectives, whenever the Personal Representatives shall , �'� have a choice or right of election with regard to tax on my ! estate (including, but not limited to, the elections and choices !. j� described in this ARTICLE SEVENTH) the Personal Representatives ; �; shall make such elections and choices as the Personal ;; Representatives, in the Personal Representatives' sole and " absolute discretion, may deem advisable, without regard to the � ieffect upon the respective interests of the persons interested in �l �� my estate. The Personal Representatives shall be further ; i authorized, but shall in no event be required, to make � � adjustments between any such interests to compensate for any ! i� adverse effect thereon of any such choice or election. Further, � the Personal Representatives shall not be held liable to any � � person or entity interested in my estate for any choice or � election made (or not made) in good faith. � (i) Whenever the Personal Representatives shall have a choice of dates in valuing property in my gross estate for estate tax purposes, or a choice between claiming any expense of administration as a deduction for income tax purposes or as a deduction for estate tax purposes, the Personal , Representatives shall be authorized to make such choice as the Personal Representatives shall deem advisable without regard to the effect of such choice upon the persons interested in my estate. (ii) The Personal Representatives shall be j authorized (but shall not be required? to elect exemption from the applicability of Section 2632 (b) of the Code, and the Personal Representatives shall be authorized to allocate, in � accordance with the provisions of Section 2632 (a) of the Code, � ! any unused portion of the generation-skipping transfer tax exemption available to me (or to my estate) under Section 2631 of ! the Code to any dispositions of property under this Will or to any dispos�tions of property outside of this Will in such manner � and in such amounts and proportions as the Personal Representatives shall deem appropriate. All determinations by Ithe Personal Representatives as to the proper allocation of such unused exemption shall be conclusive and binding upon all persons � having or claiming interest in my estate. � � � i (iii) All income earned during the period of administration of my estate (including, without limitation, i income earned on that portion of my estate used for the payment of legacies, debts, funeral and administration expenses, estate, SMULMAN�ROO[RB,GANOAI Ponor 6 EcKCp.P.A. 2 G pOCI(VILL[�MD 20852-2113 �I �,r�. i ' � ,� inheritance and other death taxes, and any other lawful charges ; ','' against my e�tate} shall be treated solely as income . With the exception of any income from assets specifically devised or ; ' bequeathed, �uch income shall be allocated to the beneficiary or ; � beneticiarie� (including any trust or trusts) of my Residuary , '' Estate propartionate wi�h the division of my Residuary Estate, ii �ubject to adju�tme�t for any distribu�ions made to any such ; �; bene�iciar� or beneticiarie� during the period of administration i �� ;� of my es�ate . i ;' ' i j {iv} The Personal Representatives may join inj ;i making an election under Section 645 ot the Code to treat any � ij qualified revocable tru�t {as defined in such �ecti.on} created by ; ;; me as part af my estate for incc�me �.ax purposes and the P�rsonal I �i Represen�atives may make {or jc�in in. making} an� adjustments and I � allocations of distribu�able net income, tax liabi.lities, and j other consequences of whatever nature resulting from this � ielection, which the Personal Representatives may deem to be ', ,� appropriate. ' ( i 4 {v) These elective rrovisions are for i i� illu�trative purposes only and shall not be construed to liirtit � �� he Personal Representative�' abili�.y to make any other election I I' not set forth herein. � �� 2 . Righ�.�, Pawers and Dutie� af Trustees �� In. addition to j c-�z�d rlot i1� limi��tio2�1 of r the j rights, powers, privileges and discretions •crested in Trustees by I � law, I give ta my Trustees, in �he admirtistrati.an of any trust � ; creatied hereunder, the tollowing powers, to be exercised, without ;iapplication to any court, to such extent, at such time or times, �iupon such terms, and in such manner as rny Trus�ees shall deem i ;j advisable in the best interest of the beneficiarie� af any trust i �� created hereunder, �aid powers �o continue in effect with respect � � �o any property at any time helci hereunder until the k distribution, payment or application thereof under and pursuant j� �o the terms of this Will : � � � a. To retain, for �o long as deemed advisable, � any property, real or persanal, ta abandan any property; to � �, change or exchange any property; and ta invest and reinvest, at � ,� any �ime and from time �o time, in such other property, real, ; � personal, tangible ar otherwise, within or without the United ; 1 �tates, without being limzted in such retentic�n, investment or � � reinvestment to property authorized for the investment of trust I ( funda by any applicable local 1aw, without regard to i� ' � � ..�iMUIMAN,Roaepi,(�iANDA4 ry�f �I Ponov 6 Eercrtn,P.A. � . G / R6CFCVYtt[.MO 20$62-2743 � ' � li I � i �{ �I r ti ;; diversificatian of assets, and even though �uch assets are not � : income-producing. b. To �ell, wzth or without notice, a� public or � ;' private �ale, for cash or an credit, wi�h or without security, to ' !' exchange and to grant options to purcha�e any property, real or ; �, personal, no� herein specifically devised or bequeathed, which is [ ;� included in my e�tate or is at any time held hereunder, and, in ' ;; so daing, to execute all necessary deeds or other docurnents or � ! instruments . ' � 'I c . To borrow money; to mortgage, pledge a� ' !� security, margin or otherwise encumber, any proper�y held � ;� hereunder; and, if money is borrowed from any �iduciary, to pay i ;� interest thereQn at the prevailing rate. To consent ta the �i subordination, modification, renewal or extension of any "� debenture, note, bond, mortgage, open acc�unt indebtedness or �� ather obligation, whether or not secured or evidenced by any I writing, or of any ather term ar provision thereaf, or of any j guarantee thereof, ar ta the release of such guarantee; to ; foreclose mortgages and bid on property under foreclosure, or to � �ake title to praperty by conveyances in lieu of foreclosure, j either with or without payment of consideration; to continue � mortgage investments after maturity, either wi�h or without renewal or sxten�ion, upon �uch terms and canditions as they deem advisable; to release ab2igors an bonds secured by mor�gages, or obligors on ather obligations, or ta refrain from instituting �i suits or actions agains� such ob2igars for deficiencies; to u�e j� �uch part of the praper�y held by my Trustees as my Trustees deem �� advisable f�r the protection of any investment in real or � i� P�rsonal property, or any investmen� in any mortgage or pledge on � �� real or persanal praper�y. � � � �; � ;; d. To lease for an� period {withou.t regard. to �; the dura�.ion of any �rust created hereunder or to any statutory � � restriction) , exchange, partition, subdivide, alter, demolish, i; develop, dedicate (even without can�ideratian} , improve, repair, � ;( maintain, grant easemen�s, r�ghts-of-way or covenants an or � ;� otherwise dea2 with rea7. property. � � �� e. To make con�rac�s ar�d agreements; to ' �; I! campramise, s�ttle, release, arbitrate or accept arbitratican af � �� any debts or claims in favar of or against any tru�t created ; ; hereunder; to sue on behalf of my e�tate or any trust created � j; hereunder and to defend any �uit against the same. I 'i I i� E� f. To vate, in person ar by proxy, any stock or �� securities held hereunder, and to exercise or delegate alI rights � ' , � � 'SMULMAN�ROO[11A�GANDA4 �� ., Powor 6 EeKC�r,p.A. � RQCKYIli.6.MO 24ply2-274# ( . ) i li i� i t' i' !� 'i 'I and privileges (such as subscription rights and conversion ' privileges) and discretionary powers in connection therewith. g. To exercise any options or warrants for the I�' purchase of securities; or, alternatively, not to exercise any ''' such options or warrants (and allow them to lapse) . "I h. To consent to and participate in any ', �� reorganization, consolidation, merger, dissolution, sale, lease, �� mortgage, purchase or other action affecting any stock or ' securities held hereunder, and to make payments in connection ! � therewith. ' II i . To deposit property with any protective, ! reorganization or similar committee; to exercise or delegate ! II discre'tionary powers in connection therewith; and to share in � I paying the compensation and expenses of any such committee . � j . To employ agents, attorneys, accountants, brokers, counsel (including investment counsel) or others, whether individual or corporate, and to pay their reasonable compensation and expenses . Any Trustee may serve in any such additional capacity and be reasonably compensated for services � rendered and expenses incurred in such additional capacity. ! I i k. To hold any property, real or personal, in � the name of a nominee, or in the name of any or all of my I Trustees as Trustee, or to take stock or securities and keep the same unregistered and in such condition that such stock or � Isecurities will pass by delivery. ' , 1 . (i) In dividing or distributing the I principal of any trust created hereunder, to make such division � or distribution in money, in kind, or partly in money and partly I �� in kind, or by allotting or assigning undivided interests in � property, even if one or more shares be composed in whole or in � �jpart of property different in kind than that of any other share. I ' (ii) In making any payment or distribution I II required or permitted hereunder, my Trustees may pay over and � transfer the same in cash or in kind or partly in each, and to i � the extent in kind, my Truatees may select particular property i !� and need not in any instance allocate particular issues of � �� securities or other assets on a pro rata basis . In exercising �; the foregoing powers, my Trustees shall take into account such �i considerations as my Trustees may deem relevant; the decision of 'i � my Trustees as to the property chosen for any such payment, i , SMULMAN,ROO[RE,GANDAL �C1 I POROY S ECNCq�P.A. � ROCNVIIL[,MD 20062•2��3 I . I� �• I� '�` !j ', distribution or division shall be binding and conclusive on all interested persons . ; m. To make such divisions, distributions or '' advances, at any time and from time to time during the period of administration of my estate, of all or any part of the net income � ior principal of my estate as my Trustees deem appropriate . � � ,I I ! n. (i) To hold, in solido, for convenience of ! ;; investment and administration, property constituting the I ;; principal of two or more trusts created hereunder, or to make � i! joint or common investments in which the separate trusts shall ' �� have undivided interests . In addition to, and not in limitation � g g, and to the extent permitted by law, if at any �, of the fore oin �� time my Trustees are holding property in any trust created ' '� hereunder for the primary benefit of any person or persons for ' whose primary benefit my Trustees are also holding property in i� any other trust under substantially the same terms, created by me or by any other person under any other instrument, my Trustees may, in my Trustees' sole and absolute discretion, merge such trusts and hold them as a single trust . i (ii) To hold any property distributed to my Trustees hereunder in one or more separate trusts, either on identical terms or, to the extent that the terms of the trust are severable into distinctly separate shares, on terms reflecting � such separate shares. Furthermore, if the Personal IRepresentative directs any Trustee to hold a specified portion of lia trust created hereunder as a separate trust, such Trustee shall iihold such specified portion as a separate trust . Any such ! direction shall be effective as of the date of my death. I i; (iii) To divide any trust, pro rata or non- II� pro rata, created hereunder into two or more separate trusts (based on the fair market value of the trust assets at the time , of the division) . If a trust is held as, or divided into, separate trusts, my Trustees may, at any time after such division �� into separate trusts and/or prior to a combination of such �� trusts, (a) make different tax elections (including the �iallocation of the generation-skipping transfer tax exemption) '! with respect to each separate trust, (b) pay or apply principal �jand/or income and exercise any other discretionary powers with i '! respect to such separate trusts differently, (c) invest the j I� principal and/or income of such separate trusts differently, and I �� (d) take any and all other actions consistent with such trusts i � being separate entities . Further, the donee of any power of i i� appointment with respect to a trust so divided may exercise such � �� I i ' SMULMAN,ROO[RD,GANDAL I Powor 6 EcKCa,P.A. � 3� ROCNVILLC,MO 2065L-2�A3 �I � I I. �I ' � II i � i '�, power differently with respect to the separate trusts created by �; ' the division. � In connection with the foregoing, I � '.I�lanticipate that my Trustees may hold property as one or more ' ! separate trusts or divided trusts hereunder for both tax and � administrative reasons . ; �,; �i o. To perform and carry out the provisions of I � any contracts or business agreements to which I was a party and �� which may be in force at the time of my death (including, but not � ilimited to, agreements of general partnership, limited I � partnership, limited liability company, or joint venture, and � ' agreements arising out of my interest as a member, an officer, �i director or stockholder of any corporation) , and to renegotiate I, the terms of any such contracts or agreements; and to liquidate, i reorganize or continue to operate any business (whether a sole iproprietorship, general partnership, limited partnership, limited i liability company, joint venture, corporation or other entity) in which I may have an interest at the time of my death, for such � period of time (without regard to any statutory restriction or limitation) , under such terms and conditions, with such other persons, and in such manner as my Trustees may determine, without liability for loss resulting from the continuance or operation of such business except loss resulting from my Trustees own willful default or gross negligence. My Trustees are authorized to have a personal interest (whether directly or indirectly) as partner, � venturer, stockholder, owner or investor in, to be employed by, I� or otherwise to serve any business referred to herein, and to ; 'Ilreceive reasonable compensation for such employment or other I �� services rendered to or for such business. I I�� p. To lend money to any beneficiary of any trust I 'I created hereunder, with or without security and with or without I � interest. I ; q. To renounce and disclaim, in whole or in j part, any legal or beneficial interest in or power over any �; property bequeathed, devised, distributed or transferred to my '' Trustees. � I I� r. Notwithstanding any other provision of this !! Will, so long as any trust created hereunder includes any stock ;' of an "S corporation" (as defined in the Code) , my Trustees are � �� specifically prohibited from doing any act, the commission or ,� omission of which would voluntarily or involuntarily cause the � ;; termination of the election of such corporation and its i li � SMULMAN�R06[R3�GANDAL I ']'1 I Ponor 6 EcKCw,P.A. -�1 ROCKVILL[�MD 20B62-P�43 � I � � �II � � , � �, , stockholders under and pursuant to �ubehapter � {Sections 13&2 , through 1379, inclu�ive) of the Code. s. To comply with environmental law i�sues that ``� arise in any tru�t created hereunder in the fallowing manner: , ' (i} Ta inspect and review any property held ; '; by any trust created hereunder, including interest� in sole �� proprietorships, partnerships, litrtited liability cornpanies; i {� corparations or ather business enterpri�es and any assets owned I f� by any such business enterprise, far the purpo�e af determining � ;� compliance with environmental laws affecting such property and to I �� respond �.o a change in, or any actual or threatened violation of, I � such environmental laws affecting property held by any such �1 trus�.; �� ; , {ii} Ta take, an behalf o� any trust created � !, hereunder, any actian necessary or appropriate to r�spand �o a � �� change in, or to prevent, clean up, abate ar oGherwise remedy any actual or threa�.ened violation of, any environmental laws � affecting propert� held by m� estate or any such trust, as the r case may be, either before or after the initiation of an i enforcement or other action by any governmental body or other � party whatsoever; � �iii} Tr� refuse to receive or accept , as a � � part of the initial funding any trust created hereunder or as an � addi�.�an of property� ta any such trust, any such property, if m� � Trustees determine that such property (a) is or may be � � contaminated by any hazardous substance {hawever such term may� bej j' defined) , or (b) is being used ar has been used for any activity i i direct3y or indirect3y involving any hazardaus substance which ;j cauld re�ult in personal liability to my Trustees or liability ta ji �uch trust ar cauld otherwise impair the value of �he assets held ; �; therein; � �� i jf (iv} To disclaim any power granted ta my ' i Trustees under the terms of any document, statute, regulation or ! j; rule of law which, in the sole discretion of my Trustees, causes � �� my Trustees �o believe that my Trus�ees may incur persanal ;' � liability uncler any environmen�.al law; �� i 'i {v} Tc� charge aIl costs and expenses of any i ';� inspectian, review, abatement, response, cleanup or remedial i �� actian under�.aken hereunder (including, but na�G limited to, ; � reasonable l.egal fees, cour�. costs, environmental reports or I � audit costs} agains� the income or principal o� my estate or any i I`'; �� trusC creat�d hereunder. Neither �.he acceptance by my Trustees �; � � ; SHULMAN�ROO[Ri.C�9ANOAL �] Ponor 6 EeKCp,P.A. � J 2 I wacwvaa�e,r.ea zoese-z�.a i �j jl j '�,,�`� !I � �, � '• of any property nor a failure by my Trustees to inspect or review '; � such property shall be deemed to create any inference whatsoever ; ,�'' as to whether or not there is or may be any liability under any ;' ' environmental law with respect to such property; and ' ��i '� ' (vi) My Trustees shall not be personally I, !; liable to any beneficiary or other party for any decrease in 'I� value of the assets held in any trust created hereunder by reason i ,1� of my Trustees' compliance with any environmental law, � i� specifically including any reporting requirement under such law. j jl (vii) For purposes of this paragraph, � "environmental law(s) " means any Federal, state or local law, '! rule, regulation, statute or ordinance relating to protection of i '� the environment or human health, and "hazardous substance" means � any substances defined as hazardous or toxic or otherwise �; regulated by such environmental laws . �� , t . After payment over and delivery sufficient to j vest all legal and beneficial right, title and interest in the i I respective beneficiary of any such payment to the assets to be I withdrawn, such trust shall terminate as to so much of the � principal thereof as shall have been so paid over and delivered. j Upon any discretionary payment or distribution made by my i Trustees from the income and/or principal of any trust created ' hereunder, anything in this Will to the contrary notwithstanding, � � the interests of all succeeding beneficiaries in such payment or �� distribution, whether vested or contingent, ahall be terminated ;I and my Trustees shall be relieved of all liability in connection ;I with such payment or distribution and shall not be required to � �I account therefor in any manner. � i i i, u. To permit any person having any interest in i �� the income of any trust to occupy any real property forming part � !� of any trust upon such terms as they deem proper, whether rent- � ;ifree or in consideration of payment of taxes, insurance, � I� maintenance and ordinary repairs, or otherwise. i I I , ;; v. To insure the assets of any trust created �, ;i hereunder against damage or loss and themselves against liability i i�� with respect to third persons . I ! � ; i�l w. To abandon any property, real or personal, ; '� which they deem to be worthless or not of sufficient value to � !; warrant keeping or protecting; to abstain from payment of taxes, j " liens, water-rents, assessments, repairs, maintenance or upkeep ! j; � �,, of any such property; to permit any such property to be lost by � �� '� !, '� SMULMAN.Rooe�s,GANDAL I �] I� Ponor 6 EcKC�,P.A. .J 3 I ROCNVIIL[,MD 20852-2]43 � II I � 1" `� �I�I �. i� i s. 4 '' tax Sale or c�th.er proceedings; or ta convey any such property for ; ' a nominal cansideration, or without consideration. ; x, Any Tru�tee may compromise any tax assessed again�t any trust created hereunder. ''i �i y. Ta deduct from �.he income of any trtzst ;'', created hereurider reserves for �.axe�, a�sessments, insurance, I f' repairs, depreciation, absolescence, deple�ion, crtaintenance and i �! other an�icipated expenses and to allocate such deductions ' ;, between a trust and the income beneficiaries thereaf in such 1 ',� manner as they deem proper. , � z , To determine who are the distributees caf any l � t�ust es�ablished hereunder, and in so doing act upan such �i information as on reasonable inquiry they may deem reliable with �; respect to heirship, relationshig, survzvorship, identit�r or any � other fact relating to �uch distributee�. j I I aa. Whenever required to make a distribution ar ' � tran�fer of all or a part of the as�ets of any trust, to retain � j therefrom assets sufficient in my Trustees' judgment to cover any } ! liability which may then. or later be imposed upon my Trustees, I � including but na� limited ta cny Trustees' liabil3ty far es�.ate, inheritance, income or other taxes, until such liability shall � have been finaZly determined, � � bb. {i} My Trustees shall not be required to imake or file any inventary ar appraisement or �.o make or file any � annual or other repc�rts or accounts to any cour� in any I �� jurisdiction; and, in addition, any Truatee may accept such ; �� Trustee' s appointment without a judicial settlecnent of the � � accounts of any predecessor Trustee. My Trustees shall account I� annualiy to each income beneficiary who ha� attained the age af i! eighteen (18} years and to �.he parents or guardian� of any income � � beneficiary who has not attained the age of eighteen (18) �rear� . � �� (ii) Any income beneficiary and the parents ;� or guardians af any incarne beneficiary who has not attained the ' age of eighteen (18) years shall hav�e the power, at any time and �ifrom time to time, by an instrument in writing signed and i �' acknowledged, to settle the account and the proceedings of any i� Trustee and any inve�tment caurzsel �o such Trustee as to all � �, tran�actions shown therein, and such written approval shall be � �� final and binding upon all persons, whether in being or not, who I �', are �.hen or may thereafter become entitled to �hare in either the � i principal or income of any trus�. created hereunder. �i li �C i SNULMAN,ROO[q1�IjANDAI I! .j^ PORDY 6 ECN[�I,P.A. �' •�'s RacKV�t4c,�o zoesa-z�sa '� � � I I �� i ! i i � � . . � . , •� cc . My Trustees shall not be required �o obtain ; ; the order or appraval of any court �or any transaction affecting ; ' any trus� created hereunder, nor shall any person be required to i; ''' inquire or investigate into my Trustees' authority far entering ; " into such transaction, ar to see the application made by my '� Trustees of the praceeds of any such transactian. � '' i ;; dd. All of the rights, duties, powers, j� atzthariti.es, and immunities given to my Trustees in this Will ;� shall continue after termination of the trusts created herein, � �� and until my Trustees shall have made actual distribution of all j ;; property held by my Trustees hereunder. � i� ; � ee . Notwithstanding any other provisions of this � `! instrument, any Trustee acting hereunder may delegate, at any � � time or from time to time, any or all af such Trus�.ee' a rights, ��i powers, duties, and authori�.y to any ather Trustee acting '� hereunder; provided, however, that any �uch delega�.ing ins�rument � shall be revacable a� any time. t i � ff . If mare than one Trtzstee serves at any time, � the �ignature of any one authorized Trustee shall be sufficient in exercising any af the powers referred to in this Will, and the � signature of any one authorized Tru�tee, shall be sufficien�. when endorsing or otherwise negotiating any checks, stock certificates, shares of investment trus�s, stack or bond power�, or any o� the other assets that may be held in any trust created � hereunder frorn time to time, The praviaians af this paragraph � � are included for ease of administration only and da no� relieve � ?� any Trustee hereunder of such Trustee' s dut�r to obtain the ' consent or cancurrence of any ot�her Trustee to any proposed �f actian ar in any other way alter or expand any� of such Trustee' s �� powers and discretians hereunder. i i� i �' gg. k'or convenience of admin.istratian and � � investment, my Trustees shall be authorized to halci, martage and i invest separate trusts in. one or more consolidated funds, in �' whole or in part, as my Trusteee may determine. As to each i �onsolidated fund, t�he division as to the variaus shares !� comprising �uch fund need be made only on my Trustees' books of �f accaunts, in which each trust shall be allatted it� proportionate ; share of the principal and a.ncome of the fund and charged with �; its proportionate part of the expenses �hereaf. In addition, rny ;� Trustees may consolidate any trust ar trusts created hereunder for �he primary benafit af a beneficiary or beneficiaries with ;� any ather trust or trusts created by me or any member af my �ifamily by Will or agreement for the primary benefit of that same '�� beneficiary ar beneficiarie� where the dispositive provisicrns of ! l ;' I SMULMAM.ROO[IID�GANDAL i i �� POROY IC ELK[R.P.A. � RBCKVILtF.MD 20HS2-2743 '� '� � � I �� f � . , , , •• ' the trusts are substantially identical, so as to have only one � trust to administer for such beneficiary or beneficiaries . ; hh. Whenever my Trustees determine that the size i , of any trust held hereunder does not warrant the cost of ; � continuing the administration of such trust or that such trust' s � continued administration would be impractical or not in the best j linterests of the beneficiary for any other reason, my Trustees, � ' without further responsibility, may pay such trust to the person I '', who is at that time entitled to or eligible to receive the income � � from such trust . i � I' ii . Generally, to do any and all acts and things I;� and to execute any and all written documents or instruments with �� respect to any property at any time held hereunder which my �jTrustees would be entitled to do were such property owned 'loutright and absolutely by my Trustees . I� jj . All determinations by my Trustees as to any � iact taken by my Trustees under my Will shall be in my Trustees' ; sole and absolute discretion. i ;�, C. Rule Against Perpetuities : As provided in Section 11- ' 102 of the Estates and Trusts Article of the Annotated Code of � iMaryland, or any successor Section thereof, the rule against I �Iperpetuities does not apply to any trust created under this Will . i �� ARTICLE EIGHTH: DEFINITIONS AND MI3CELLANEOUS PROVISIONS: I � I '� A. As used in this Will, the words "Personal � I I �� Representative" , "Personal Representatives" , "Trustee" and I I i� "Trustees" , and all pronouns and verbs used herein, shall �� I!�iinclude, where appropriate, the singular, the plural, the ; ,� ; ;; masculine, the feminine and the neuter. � � � �'� B. As used in this Will, the terms "fiduciary" or � � � I' "fiduciaries" shall include any Personal Representative or j � �',�!, Trustee, as the case may be, serving hereunder. i i ii n � $NUIMAN.ROO[XS,GANDAL I ^�L Powov 6 EcKCn,P.A. •�� ROGKVIILF.MD 20a3Y-2743 I I I � i ! - � I�II� '�,�'�'. I , , � � C. As used in this Will , the term "education" shall , include, all tuition, travel , room, board and other costs and ', � '' expenses related to preparatory or boarding school, college, , ';i graduate school, professional school or special , vocational, � I'� business, and professional training, as well as any art, literary I �� or similar education, whether or not at an accredited college or i � ;i , j� university. ; !I j !� D. As used in this Will, the term "health" shall include, � il � �� all medical , psychiatric, dental, hospital and nursing expenses !j � � and expenses of invalidism and the payment of the expenses of any I � illness (whether physical or mental) , accident or health j ; iemergency. � E. As used in this Will, the term "Code" shall mean the i Internal Revenue Code of 1986, as amended up to the time of my i �i� death, or any corresponding provisions of any succeeding law, and I �� iiany reference to any "Section" of the Code shall refer to that � ;iSection, as amended up to the time of my death, of the Code or �� any corresponding provisions of any succeeding law. i � i F. For purposes of this Will, a person in gestation who is �, i �� later born alive shall be considered a person in being. i � ' G. The headings, titles, and subtitles in this Will have j II'I i been inserted solely for convenient reference and shall be , j I ; ignored in the construction of my Will . � ��{ � i � I � i I I SNVLMAN�ROOER3,GANDAL I ']�'/ Ponor 6 EcKCn,P.A. i� '� � ROCkVILL[,MO 20862-2113 I j j I � I I I � � I � �� 'i Ip ; H. If any provision of this Will or any trust created ' hereunder, or the application of such provision to any person or i �'' circumstance, shall be held invalid or unenforceable, the � � ;� remainder of this Will or such trust or the application of such I �',', provision to persons or circumstances other than those to which i ''i;; ijit is held invalid or unenforceable, shall not be affected � � �� thereby. � II IN WITNESS WHEREOF, I have subscribed and sealed and do � � � publish and declare this instrument to be my Last Will and Testament, in the presence of the witnesses attesting the same at � i � my request, this � day of 6rn. , in the year two thousand I � three (2003) . i i � i [SEAL] � ,� ;� MARY L INE ii j �; ii� i �i I �; ii 1 I �I � i � i I Ii II � �i ' I� ' i � i � �� II I �j I i I , II I ii I i SMULMAN,ROO[qD,GANDAL II 3 H I Po�or 6 EcKe�,P.A. �I ROCNVILL[,MG 20BO2�2743 i i� I'. i I I . � 4 . � � , dR This instrument , consisting of thirty-nine (39) pages, ', ', including the page on which we, the undersigned, have subscribed ' ! our names as witnesses, were at the date thereof subscribed, � '' sealed, published and declared by MARY LEVINE, the aforesaid � ;; Testatrix, to be her Last tn1i11 and Testament, in the presence of ; ; us and each of us, who, at her request, in her presence and in 'I ' the presence of each other, have hereunto subscribed our names as !'� witnesses thereto (the final clause of the Will having been read !,! aloud to us by the aforesaid Testatrix immediately after she had � 'i signed the Will, and this clause having been th�reupon read aloud � ,I her and our presence and hearing) , this �'�'�-day of � ;, , two thousand three (2003) . j �j � ' I I ' � � ; ' � � � . S r �. ! ; Signature i I , , , � 11921 Rodcville P�ce,Su�e 300 I �cvwe,�o�oe� � Name and Address j � i p' � �i(,C� � � � �� h t�� nature � � , , , � 11921 RockvUle Plke,S�B 300 �� ; R�dcvNl��MD 2096Z i ii Name and Address j i' I !� �!I � ! Renee M. Seaqer i� Si ature 5500 Griffith Road ,I Laytonsville,Maryland 20882 I � i; Name and Address I ,!� i � �I i �i � � � i,i , �i I i� � ij ; SMVLMAN.ROOCR6,GANDAL �i i Powor 6 EcKC�,P.A. I 3 9 ROCKVILL[.MD 20662-2]43 �� I � I I � ` '� STATE OF ��I�CI.Y1� . ) ) ss : ': COUNTY OF �� ) ii Before me, the undersi ned authorit � j; g y, on this day personally , ,' appe d MARY LEVINE, ��rt5'n1�a,J�.S�Qj�., � �dA�iP ��QUD{ �h_, �! i� and ��C M�_ , known� to me to be the Test�trix � �i and the witnesses, re pectively, whose names are signed to the � '; foregoing instrument and, all of these persons being by me first ! ;; duly sworn, MARY LEVINE, the Testatrix, declared to me and to thel �I witnesses in my presence that said instrument is her Last Will � ;� and Testament and that she had willingly signed or directed j ' another to sign the same for her, and executed it in the presence of said witnesses as her free and voluntary act for the purposes � therein expressed; that said witnesses stated before me that the � foregoing Last Will and Testament was executed and acknowledged ' � by the Testatrix as her Last Will and Testament in the presence of said witnesses who, in her presence and at her request, and in the presence of each other, did subscribe their names thereto as attesting witnesses on the date of said Last Will and Testament; i and that the Testatrix, at the time of the execution of said Last � Will and Testament, was over the age of eighteen (18) years and of sound and disposing mind and memory. • � (S�) MARY , Testatrix �t d� ; , Witness ; � I I � ess I� � � il � Wit ss � I � � Subscribed, sworn and acknowledged before me by MARY LEVINE, �� t e Testatrix, and subscribed and sworn before me by I , , and ' , witnesses, this day of � ��- , 2003 � NOTARYPUBLIC � - FRECIERICKCOUNTY � - t��i4z9f��114�v0 Notary Public � COMM. EXP.9-1-05 My Commission Expires : �—�—(�5 � i �� _ G:\ESTATES\WILLS\Levine-Mary4.wpd I SXULMAN�ROOCRf�GANDAL I Po�or S EeKCn,P.A. 4 Q POCKVIIL[.MO 20062-2]43 ,I i �� ' �I I I I I .� � _ . ��.,4, �.._�w.,�