Loading...
HomeMy WebLinkAbout01-03-14 (2) , , 1505610149 REV-1500 EX(02-11)pennsytvama OFFICIAL USE ONLY PA Department of Revenue a " ` County Code Year File Number Bureau of Individual Taxes INHERITANCE TAX RETURN PO BOX 280601 20 13 00903 Harrisburg,PA 17128-0601 RESIDENT DECEDENT ENTER DECEDENT INFORMATION BELOW Social Security Number Date of Death MMDDYYYY Date of Birth MMDDYYYY 06 27 2013 05 05 1921 Decedent's Last Name Suffix Decedent's First Name MI Keller John W (If Applicable)Enter Surviving Spouse's Information Below Spouse's Last Name Suffix Spouse's First Name MI Spouse's Social Security Number THIS RETURN MUST BE FILED IN DUPLICATE WITH THE REGISTER OF WILLS FILL IN APPROPRIATE OVALS BELOW ® 1.Original Return Q 2. Supplemental Return Q 3. Remainder Return(Date of Death Prior to 12-13-82) Q 4.Limited Estate Q 4a. Future Interest Compromise(date of Q 5. Federal Estate Tax Return Required death after 12-12-82) ® 6.Decedent Died Testate Q 7. Decedent Maintained a Living Trust 8. Total Number of Safe Deposit Boxes (Attach Copy of Will) (Attach Copy of Trust.) Q 9.Litigation Proceeds Received Q 10. Spousal Poverty Credit(Date of Death Q 11.Election to Tax under Sec.9113(A) Between 12-31-91 and 1-1-95) (Attach Schedule O) CORRESPONDENT-THIS SECTION MUST BE COMPLETED.ALL CORRESPONDENCE AND CONFIDENTIAL TAX INFORMATION SHOULD BE DIRECTED TO: Name Daytime Telephone Number Elyse E . Rogers , Esquire 717 612 58D1 ,cam .= g ESTER OF WILLS SLY First Line of Address rn = C-1 635 North 12th Street , Suite 400 Cs c.� Second Line of Address t DATE F ED Co City or Post Office State ZIP Code ,. �? Lemoyne PA 17043 Correspondent's e-mail address: erogerS @SSr-attorneys.com Under penalties of perjury,I declare that I have examined this return,including accompanying schedules and statements,and to the best of my knowledge and belief, it is true,correct and complete.Declaration of preparer other than the personal representative is based on all information of which preparer has any knowledge. SIGNATURE OF PERSON RESPONSIBLE FOR FILING RETURN DATE pl-t—tni, ,zl. A DDRESS 6200 Westover Drive 1 Mechanicsburg, PA 17055 SIGNATURE OF ARER OT R THAN RESENTATIVE DATE'JP A S J� !DDRESS i PLEASE USE ORIGINAL FORM ONLY Side 1 1505610149 1505610149 I 1505610249 REV-1500 EX(Fl) Decedent's Social Security Number Decedent's Name: John W Keller RECAPITULATION 1. Real Estate(Schedule A) 1• 0 . 00 .. .... . . . . ... . .. . . .. .. . .. ....... . . ... . ... . 2. Stocks and Bonds(Schedule B) 2. 0 . 00 . . .... . . ... . .. . . . . . .. .. . .. . .... ... .. 3. Closely Held Corporation,Partnership or Sole-Proprietorship(Schedule C) ..... 3. 0 - 00 4. Mortgages and Notes Receivable Schedule D 4. 0 - 00 5. Cash,Bank Deposits and Miscellaneous Personal Property(Schedule E) . ..... 5. 10,320 • 4? 6. Jointly Owned Property(Schedule F) O Separate Billing Requested ... . 6. 0 - 00 7. Inter-Vivos Transfers&Miscellaneous Non-Probate Property 4 4 4 ,9 7 6 . ?3 (Schedule G) O Separate Billing Requested .. . . 7. 8. Total Gross Assets total Lines 1 through 7 8_ 455-129? - 2 0 9. Funeral Expenses and Administrative Costs(Schedule H) .. . .. .. ..... .... . 9. 381491 • 6 2 10. Debts of Decedent,Mortgage Liabilities and Liens(Schedule 1) .. .. . . .. . .. ... 10. 17 • 12 11. Total Deductions(total Lines 9 and 10) . . .. . ... .. . .. .. . .... .. ....... . 11. 38,508 • 7 4 12. Net Value of Estate(Line 8 minus Line 11) 12. 416 ,7 8 8 • 4 6 .. .. . . . . ... . . .. . .. ... . . .... . 13. Charitable and Governmental Bequests/Sec 9113 Trusts for which an election to tax has not been made(Schedule J) .... . . .... . .. . . .. . . . ... 13. 0 - 00 14. Net Value Subject to Tax Line 12 minus Line 13 14. 416 ,7 8 8 • 46 TAX CALCULATION-SEE INSTRUCTIONS FOR APPLICABLE RATES 15. Amount of Line 14 taxable at the spousal tax rate,or transfers under Sec.9116 (a)(1.2)X.0 0 0 - 00 15. 0 . 00 16. Amount of Line 14 taxable at lineal rate X.0 45 416 ,788 . 46 16. 181755 . 48 17. Amount of Line 14 taxable at sibling rate X.12 0 - 00 17. 0 . 00 18. Amount of Line 14 taxable at collateral rate X.15 0 - 00 18. 0 . 00 19. TAX DUE .. . ... ... . . . .. ... . . . .. .. .. . . .. .. . ... . .. ... . .. .. . . . . . 19. 18,755 . 48 20. FILL IN THE OVAL IF YOU ARE REQUESTING A REFUND OF AN OVERPAYMENT Side 2 1505610249 1505610249 REV-1500 EX(FI) Page 3 File Number Decedent's Complete Address: 20 13 00903 DECEDENT'S NAME John W. Keller STREET ADDRESS 5225 Cobblestone Drive CITY STATE ZIP Mechanicsburg PA 17055 Tax Payments and Credits: 1. Tax Due(Page 2,Line 19) (1) 18,755.48 2. Credits/Payments A.Prior Payments 18,000.00 B.Discount 755.48 Total Credits(A+B) (2) 18,755.48 3. Interest (3) 0.00 4. If Line 2 is greater than Line 1+Line 3,enter the difference.This is the OVERPAYMENT. Fill in oval on Page 2,Line 20 to request a refund. (4) 5. If Line 1 +Line 3 is greater than Line 2,enter the difference.This is the TAX DUE. (5) 0.00 Make check payable to: REGISTER OF WILLS, AGENT. � ;� .,r�3� PLEASE ANSWER THE FOLLOWING QUESTIONS BY PLACING AN "X" IN THE APPROPRIATE BLOCKS 1. Did decedent make a transfer and: Yes No a. retain the use or income of the property transferred . .. .... ... .. .... .... . .. . .. .. .. ❑X ❑ b. retain the right to designate who shall use the property transferred or its income . .. . . .. ❑ ❑X c. retain a reversionary interest. . . .. . . .... . .... . ........ . . . ... ... . . ... . .. . . . . . .. ❑ ❑X d. receive the promise for life of either payments, benefits or care? .. .. .. . ............. ❑ ❑X 2. If death occurred after Dec. 12, 1982, did decedent transfer property within one year of death without receiving adequate consideration? .. ... .... ... .... . . ... ... . . . . . . . . . .. ® ❑ 3. Did decedent own an"in trust for"or payable-upon-death bank account or security at his or her death?. .. ❑ 4. Did decedent own an individual retirement account, annuity or other non-probate property,which contains a beneficiary designation?.... .. .. ... ... .. .... ........ . . .. .. ❑ IF THE ANSWER TO ANY OF THE ABOVE QUESTIONS IS YES,YOU MUST COMPLETE SCHEDULE G AND FILE IT AS PART OF THE RETURN. For dates of death on or after July 1,1994,and before Jan.1,1995,the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 3 percent 172 P.S.§9116(a)(1.1)(i)]. For dates of death on or after Jan. 1,1995,the tax rate imposed on the net value of transfers to or for the use of the surviving spouse is 0 percent [72 P.S.§9116(a)(1.1)(ii)].The statute does not exempt a transfer to a surviving spouse from tax,and the statutory requirements for disclosure of assets and filing a tax return are still applicable even if the surviving spouse is the only beneficiary. For dates of death on or after July 1,2000: • The tax rate imposed on the net value of transfers from a deceased child 21 years of age or younger at death to or for the use of a natural parent,an adoptive parent or a stepparent of the child is 0 percent[72 P.S.§9116(a)(1.2)]. • The tax rate imposed on the net value of transfers to or for the use of the decedent's lineal beneficiaries is 4.5 percent,except as noted in[72 P.S.§9116(a)(1)]. • The tax rate imposed on the net value of transfers to or for the use of the decedent's siblings is 12 percent[72 P.S.§9116(a)(1.3)].A sibling is defined, under Section 9102,as an individual who has at least one parent in common with the decedent,whether by blood or adoption. REV-1508 EX+ (08-12) ;r pennsytvania SCHEDULE E DEPARTMENT DF REVENUE CASH, BANK DEPOSITS & MISC. INHERITANCE TAX RETURN PERSONAL PROPERTY RESIDENT DECEDENT ESTATE OF: FILE NUMBER: John W. Keller 20 13 00903 Include the proceeds of litigation and the date the proceeds were received by the estate. All property jointly owned with right of survivorship must be disclosed on Schedule F. ITEM DESCRIPTION VALUE AT DATE NUMBER OF DEATH 1 PNC Bank Checking Account 51-4016-5424 7,809.60 Per statement 2 Misc. Household Items 500.00 3 Royal Neighbors of America Refund of Unearned Premium 1,760.87 4 PA Department of Revenue Property Tax/Rent Rebate 250.00 TOTAL (Also enter on Line 5, Recapitulation) 10,320.47 If more space is needed, use additional sheets of paper of the same size. REV-1510 EX+ (08-09) pennsylvania SCHEDULE G DEPARTMENT OF REVENUE INTER-VIVOS TRANSFERS AND R SIDENT DE EDENT URN MISC. NON-PROBATE PROPERTY RESIDENT DECEDENT ESTATE OF FILE NUMBER John W. Keller 20 13 00903 This schedule must be completed and filed if the answer to any of questions 1 through 4 on page three of the REV-1500 is yes. ITEM DESCRIPTION OF PROPERTY DATE OF DEATH %OF DECD'S EXCLUSION TAXABLE NUMBER INCLUDE THE NAME OF THE TRANSFEREE,THEIR RELATIONSHIP TO DECEDENT VALUE OF ASSET INTEREST (IF APPLICABLE) VALUE AND THE DATE OF TRANSFER.ATTACH COPY OF THE DEED FOR REAL ESATE. 1 Items 1-7 are owned by the John W. Keller 169,000.00 100 169,000.00 Irrevocable Trust dated November 9, 2012 5225 Cobblestone Drive, Mechanicsburg, PA 17055 Sale price 2 PSECU Regular Share ID 01 5.08 100 5.08 Per statement 3 Members 1st Savings Account 6.47 100 6.47 Per statement 4 PSECU Money Market Account ID 07 111,240.17 100 111,240.17 Per statement 5 Members 1st Federal Credit Union CD 53,194.81 100 53,194.81 Matures 7/13/14 Per statement 6 Members 1st Federal Credit Union Account 56,466.69 100 56,466.69 0041 CD Matures 10/19/13 Per statement 7 Members 1st Federal Credit Union Account 54,139.01 100 54,139.01 0043 CD Matures 8/14/14 Per statement 8 2001 Buick Century gifted to Decedent's 3,924.50 100 3,000.00 924.50 grandson, David P. Giusti February 2013 TOTAL (Also enter on Line 7, Recapitulation) 444,976.73 If more space is needed, use additional sheets of paper of the same size. REV-1511 EX+ (10-09) pennsylvania SCHEDULE H ` DEPARTMENT OF REVENUE FUNERAL EXPENSE AND IESIDE TDE EDENTTURN ADMINSTRATIVE COSTS RESIDENT DECEDENT ESTATE OF FILE NUMBER John W. Keller 20 13 00903 Decedent's debts must be reported on Schedule I. ITEM DESCRIPTION AMOUNT NUMBER A. FUNERAL EXPENSES: 1 Malpezzi Funeral Home 11,418.50 2 St. Elizabeth Ann Seton Church, funeral luncheon 400.00 3 Rolling Green Cemetery 1,495.00 B. ADMINISTRATIVE COSTS: 1. Personal Representative's Commissions: Name(s) of Personal Representatives) Street Address City State ZIP Year(s) Commission Paid: 2. Attorney Fees: 4,500.00 3. Family Exemption: (If decedent's address is not the same as claimant's, attach explanation.) Claimant Street Address City State ZIP Relationship of Claimant to Decedent 4. Probate Fees: 123.50 5. Accountant Fees: 125.00 6. Tax Return Preparer Fees: See schedule attached 20,429.62 TOTAL (Also enter on Line 9, Recapitulation) 38,491.62 If more space is needed, use additional sheets of paper of the same size. Page 2 Estate of: John W. Keller 20 13 00903 Schedule H, Part B - Administrative Costs Miscellaneous Expenses Item Number Description Amount 7 PNC Bank, service charge 20.00 8 Patricia Giusti, reimbursement for payment of supplies purchased at Home 43.21 Depot for repairs to condo 9 Repair garage dry wall, scrape&paint porch deck 214.83 10 Wesley Mews, condo fee 181.00 11 Steve Naticchia, paining condo 2,650.00 12 Stephanie Shatzer, cleaning condo 30.00 13 PNC Bank, service charge 20.00 14 Gelco, condo carpet cleaned 455.75 15 UGI 13.48 16 The Hartford, homeowners insurance 85.96 17 Replace base of kitchen sink cabinet 191.58 18 Steve Naticcia, paint condo basement, basement stairway, and garage 1,450.00 19 PPL 131.85 20 Misc. electric 18.12 21 PA American Water 35.25 22 UGI AVAC Enterprises, service contract paid quarterly 52.00 23 PPL 131.85 24 Wesley Mews, condo fee 181.00 25 Patriot News ad for sale of condo/misc. supplies 179.55 26 UGI 13.48 27 PA American Water 18.32 28 PPL 143.22 TOTAL. (Carry forward to main schedule) . . . . . . 6,260.45 Page 3 Estate of: John W. Keller 20 13 00903 Schedule H, Part B - Administrative Costs Miscellaneous Expenses Item Number Description Amount 29 UGI 12.49 30 PPL 48.02 31 Wesley Mews Condo Fee 181.00 32 Lower Allen Township, sewer/refuse 117.70 33 Replace gas flue pipe in attic 107.46 34 PA American Water 14.56 35 Tuan Nguyen, ARS radon reduction 900.00 36 UGI 28.35 37 PPL 29.73 38 PA American Water 10.06 39 Expenses associated with sale of 5225 Cobblestone Drive, Mechanicsburg, 12,524.80 PA including: $6,900.00 Help U Sell $ 75.00 Deed prep fee to Salzman Hughes, P.C. $1,690.00 State tax/stamps re: Deed $ 10.00 Tax certification to Salzmann Hughes, P.C. $ 75.00 Resale certificate to Sterling Property Managmnt $4,000.00 Seller assistance Minus adjustments for items paid by seller in advance: $ 142.05 County taxes 10/28/13-12/31/13 $ 83.15 Trash/sewer 10/28/13-12/31/13 40 Cumberland County Register of Wills, filing fees 30.00 41 Saidis, Sullivan & Rogers, reserve for additional out of pocket expenses 150.00 42 Register of Wills, additional probate fee 15.00 TOTAL. (Carry forward to main schedule) . . . . . . 14,169.17 REV-1512 EX+ (12-12) pennsylvania SCHEDULE I DEPARTMENT OF REVENUE DEBTS OF DECEDENT, INHERITANCE TAX RETURN MORTGAGE LIABILITIES & LIENS RESIDENT DECEDENT ESTATE OF FILE NUMBER John W. Keller 20 13 00903 Report debts incurred by the decedent prior to death that remained unpaid at the date of death,including unreimbursed medical expenses. ITEM DESCRIPTION VALUE AT DATE NUMBER OF DEATH 1 PAWC 17.12 TOTAL (Also enter on Line 10, Recapitulation) 17.12 If more space is needed, insert additional sheets of the same size REV-1513 EX+ (01-10) .. pennsylvania SCHEDULE J DEPARTMENT OF REVENUE INHERITANCE TAX RETURN BENEFICIARIES RESIDENT DECEDENT ESTATE OF: FILE NUMBER: John W. Keller 20 13 00903 NUMBER NAME AND ADDRESS OF PERSON(S)RECEIVING PROPERTY RELATIONSHIP TO DECEDENT AMOUNT OR SHARE Do Not List Trustee(s) OF ESTATE I TAXABLE DISTRIBUTIONS[Include outright spousal distributions and transfers under Sec.9116(a)(1.2).] 1 Patricia A. Giusti Daughter 416,788.46 6200 Westover Drive Mechanicsburg, PA 17055 ENTER DOLLAR AMOUNTS FOR DISTRIBUTIONS SHOWN ABOVE ON LINES 15 THROUGH 18 OF REV-1500 COVER SHEET,AS APPROPRIATE. II NON-TAXABLE DISTRIBUTIONS A. SPOUSAL DISTRIBUTIONS UNDER SECTION 9113 FOR WHICH AN ELECTION TO TAX IS NOT TAKEN: B. CHARITABLE AND GOVERNMENTAL DISTRIBUTIONS: TOTAL OF PART II— ENTER TOTAL NON-TAXABLE DISTRIBUTIONS ON LINE 13 OF REV-1500 COVER SHEET. If more space is needed, use additional sheets of paper of the same size. senior Premium Plan Statement For the period 06/11/2013 to 07/k\ For 24-hour information,sign onto PNC Bank Online Banking JOHN W KELLER on pnc.com. Primary account number:51-4016-5424 '. Account number:51-4016-5424-continued Page 2 of 5 '1 kctivity Detail )eposits and Other Additions There were 3 Deposits and Other Additio )ate Amount Description totaling$2,072.85. b� �7/O1 945.78 Direct Deposit-Deposit Benefit Payments XX` 1357 17/03 1,127.00 Direct Deposit-Xxsoc Sec SSA Treas 310 XXXXX8631A 17/09 .07 Interest Payment 'hecks and Substitute Checks :heck Date Reference Check Date Reference umber Amount paid number number Amount paid number 1632 230.00 06/14 086493671 6635 20.42 06/18 084637924 1633 197.r5 06/20 086101530 6636 255.00 06/2 1 086908735 1634 2,520.00 06/18 085102063 6637 181.00 06/26 085681885 Gap in check sequence There were 6 checks listed totaling $3,403.97. Dinline and Electronic Banking Deductions There were 2 Online or Electronic Banking )ate Amount Description Deductions totaling$68.23. )6/25 51.11 Direct Payment-Elec Svc Ppl Eu XXX,1XX3014W s )7/05 U5 17.12 Direct Payment-Payment PAWC 1118535 Dither Deductions There was 1 Other Deduction totaling )ate Amount Description $20.00. )7/09 20.00 Calculated Service Charge Type Hd Daily Balance Detail )ate Balance Date Balance D to Balance Date Balance )6/11 11,264.68 06,/20 8,296.'d 1 /26 7,809.60 07/05 9,865.26 )6/14 11,034.68 06/21 8,041.71 07/09 9,845.33 )6/18 8,494.26 06/25 7,990.60 07/U3 9,882.38 SENIOR PREMIUM PLAN - Service Charge Explanation >ccount type Account number Balance type As of Balance :nterest Checking XX-X-- X-5424 This Cycle Avg Balance 07/10 9,276.73 These accounts were reviewed meet the balance requirements of your Senior Premium Plan Account.Since balance requirements were not met this month,a $20.00 fee was deducted from this account. O d Medicare Supplement Administration Office: (877) 815-8877 (toll-free) P.O.Boa 10851 Fax: (727) 373-4553 O _' G� E Clearwater,FL 33757-8851 Online:https://service.iasadmin.com/rna g M RA AUGUST 1, 2013 ESTATE OF JOHN W KELLER Certificate/Policy No: 3077848 C/O PATRICIA GIUSTI Check No: 30030832 6200 WESTOVER DR Check Amount: $1,760.87 MECHANICSBURG PA 17050 Date of Death: 06/27/2013 RE: REFUND OF UNEARNED PREMIUM ON CERTIFICATE/POLICY Dear Sir or Madam: We wish to offer our sympathy and condolences for the loss of your loved one. Attached you will find our check representing a refund of the unearned premium for the above-referenced coverage. If we can be of assistance to you in the future, please do not hesitate to contact one of our representatives at our toll-free number shown above. Sincerely, zneidre Brooks-Doug(.as Z. Customer Service Department cc: SENIOR FINANCIAL SERVICES INC DBD/KAZ KeeD this statement for tax ourooses. No other record will be provided. J. Bank One,NA N o. 30030832 .Royal Neighbors of America _ Columbus,or, Iv edicare'Supplement Administration 56-15 441 PO Box 10851 08/01/2013 Clearwater,FL 33757-8851 -DATE=`;- MN Disbursement Account $1,760.87 PAY: ONE THOUSAND SEVEN HUNDRED SIXTY AND 87/100 DOLLARS VOID AFTER 90 DAYS TO THE ESTATE OF JOHN W KELLER ORDER C/O �PATRICIA GIUSTI AUTHORIZED SIGNATURE OF 620Q WESTOVER DR; = a MECHANICSBURG PAs- 17050 AUTHORIZED 11'003003083 211' 1:044 L I S 4431: 66057694311' pennsylvania C, J DEPARTMENT OF REVENUE > S 6.3 2 5 4L(6 REV-1629 EX(05-12) Enclosed, please find your Property Tax/Rent Rebate check, funded by the Pennsylvania Lottery and revenue from slots gaming. Some homeowners may receive a larger rebate than requested. Based on where you live, income and/or property taxes, you may have qualified for a supplemental property tax rebate added to your regular rebate. In addition to funding the expansion of the Property Tax/Rent Rebate program, revenue from slots gaming will provide general property tax relief again this summer, further cutting school property taxes for millions of homeowners across the commonwealth. The Property Tax/Rent Rebate program is one of many benefits the Pennsylvania Lottery provides to older Pennsylvanians. Ours is the only state lottery that designates all proceeds to programs that benefit older residents. You may be familiar with other programs the Lottery funds, including PACE and PACENET, our low-cost prescription drug programs; free and reduced-fare transportation services; long-term living services; senior centers; and Area Agencies on Aging. All of these services are part of our commitment to ensuring a healthier, happier life for you and all Pennsylvania's older residents. If you have questions about this check or your rebate claim, please call, toll-free, 1-888-222-9190. P��A #iDLD DOCIYNiEtLT L1 yTO GIiT'TO ER ;r VIFY WATE RMARKS - •+ = E j' -rt r .�5 68254158 00000 002 018 .08311.3 32040030 26.6316 001124 6Q 2T4 -- z_< . CDC FUND DEPT PREP DATE VOUCHER WARRANT ID _ ER 4 Ct}tGK iQU io FULTOAI BANK /I _p 9J20`13--. LANCASTER uea VERIFICATION AVAILABLE POSITIVE PAY PROTECTED _ — > ::PAY O ON� Two eR CTS CTS.: - - VOID AFTER.180'DAYS TO THE ORDER OF * * ** 250 00 JOHN W KELL"ER b LN 1270 1 030 7309 REV REBATE 5225 COBBLESTONE DR N MECHANICSBURG PA 17055-4494 o . :RoberC.M MCC Ord 1111111,Jill 11„1,�11„'11'I�„I�II�,l,�111,1� TREASURER OF PENNSYLVANIA Il' 68 254 L5811' 1:03 30 271,81: 12119 5384711' Previous editions are obsolete form HUD-1(3186)ref Handbook 4305.2 A. Settlement Statement U.S.Department of Housing and Urban Development 8.Type of Loan OMS Anoroval No qrn9-n I. ❑FHA 2. ❑FmHA 3. ❑Conv.Unins. 6.File Number 7.Loan Number 8.Mortgage Insurance Case Number OVA 21 - 2 This forth is furnished to give you a statement of actual selement crosls.Amounts paid to and by the settlement agent are shown. C.Note: Items marked-(p.o.c. were paid outside the dosing;they are shown here for information purposes and are not Included in the totals. TilleExpress Settlement System WARNING:tt is a crime to knowingly make false statements to the United Stales on this of anyolher simdarforn.Penalties upon vi,D.NAME OF BORROWER Rosanne Cramer 6804 Clubhouse Dri ve Apt.D.Harrisburg. E.NAME OF SELLER: The Keller Family Trust ADDRESS- F.NAME OF LENDER: N/A ADDRESS- G.PROPERTY ADDRESS: 5225 Cobblestone Drive,Mechanicsburg,PA 17055 Lower Allen Township H.SETTLEMENT AGENT: PA Real Estate Settlement Services,LLC,Telephone:717-249-6333 Fax:717-249-7334 PLACE oFsmLEmENT- 4 Alexander Spring Road, arlis e 5 1.SETTLFMENT DATE 28/2 J.SUMMARY OF BORROWER'S TRANSACTION: K.SUMMARY OF SELLER'S TRANSACTION: 100, GROSS AMOUNT DUE FROM BORROWER 400, GROSS AMOUNT TO SELLER 101 Contract sales price 169,000-00 401 Contract sales price 169 000.00 103 Settlement chames to borrower(line 1400) 3,307.50 Am 104 4Q4 105 4f)5 Adjustments for items paid by seller n idvnnrp Adiustments for II 107- County taxes 10 28 13 to 12 31 13 142.05 4o7 county taxes 10 26 13 12 31 13 142.05 inA School taxes 1012 8 13 to 06 30 14 1,037.16 10 28 13 to 06 30 14 1,037.16 109, AnQ 13 to 12 31 13 83.15 13 to 12 31 13 83.15 AMOUNT ill 411 112 412, 120, GROSS 173 569.86 420, GROSS AMOUNT DUE TO SEL ER 170 262.36 AMOUNTS F OF BORF OWER 500, REDUCTIONS IN AMOUNT DUE TO SELLER 901 Den—ft cr P,m,.,t money 1,000.00 501. Fxce-Deposit(see instrurtimm) 202 Principal amount of new loans 509 Settlement charoes tn seller(line 14001 8,750.00 9n3 Fxlstina loan(s)taken subiect to 503 Fxistinc loan(s)taken sublect to 904 504 Payoff of First Mortosae Loan 909 rn-r 4,000.00 4,000.00 9Q7 S07 2n8 .508 9f)9 509 Adjustments r items unpaid 910 CityLtown taxes .910 QWown taxes 211 County taxes r1l County taxes 212 School taxes 512 School taxes 214 1,14 215 515 916 rig 217, 517 71A 91A 919 -119 790 TOTAL PAID R BORROWER 5,000.00 12 750.00 300. CASH AT SETTLEMENT FROM OR To BORROWFR 600, CASH AT SETTLEMENT TO R FR 173 569.86 170 262.36 5 000.00 12 750.00 BORROWER 109 1 e-amounts n 303, CASH FROM 168,569.8 1 603, CASH 157 512.36 SUBSTITUTE FORM 1099 SELLER STATEMENT:The information contained herein is important tax information and is being furnished to the Internal Revenue Service.If you are required to file a return, a negligence penalty or other sanction will be imposed on you if this item is required to be reported and the IRS determines that It has not been reported.The Contract Sales Price described on line 401 above constitutes the Gross Proceeds of this transaction. You are required by law to provide the settlement agent(Fed.Tax to No: 1 wiM your correct taxpayer identification number.If you do not provide your correct taxpayer Identification number,you may be subject to civil or criminal penalties Imposed by law.under pelf pe ry f cMlfy That the number shown on this statement a my correct taxpayer idendficaGon number. TIN: 1 SELLER(S)SIGNATURE(S): 1 SELLER(S)NEW MAILING ADDRESS: SELLER(S)PHONE NUMBERS: (H) (W) Previous editions are obsolete form HUD-1(3186)ref Handbook 4305.2 U.S.DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT File Number.2013-220 PAGE 2 SETTLEMENT STATEMENT L. SE77LEMEUI CHARGES PAID FROM PAID FROM 7 COMMISSION 169 000.00 = 6,900-00 BORROWER'S SELLER'S Division of commission fline 700)aS fQljQWS* FUNDS AT FUNDS AT SETTLEMENT SETTLEMENT 6,900.00 to Hel -U-Sell 703 CommissioD pairf at Settlement 6,900.00 800, IT MS PAYABLE IN 81`19 1 can riscount 801 Anomi-I Fee A04 Credit Recent 900, ITEMS REQUIRED BY LENDER IQ 901 Interest From to Iday 902 Morlaaae,Insurancp Premium for to 9f)l Hn-rrl Insurance Premium for 1000,RESERVES DEPOSITED WITH LENDER FOR 1001 H—ard Insurance me OS Imo 1003 City Propea I 1004 County PropeU lax mo(a)S /me 1005, School takes 0.00 0.00 TITLE E 11()1 Settlement QE Qjo,inci Fee 11117 Abstract or Title Spprch 1103 Title Fx2mination 1104 Title IDSUM[trg Rinrier 1105, Deerl Pren Fee to Salzmann Hughes, P.C. 75.00 1106 Notary Fees (in ludeg ahoVA items No* 1108,Title Insurance 10 Stewart Title Guaranty/PA RE SS 1,369.50 fincludes Phove items No* 1109 Lenders Policy 1110 Owner's Poliry 169 000.00 — 1,369.50 1200-GOVERNMENT RECORDING AND TRANSFER 67.00 67.00 1909 Citv1Countvt@Xj-�tamds 1 690.00 1,690.00 19(13 qtateTaxtstamns 1 690.00 1,690.00 1300,ADDITIONAL SETTLEMENT CHAErES 1301 lax Certification 10 Salzmann Hughes, P.C. 10.00 1309 Resale Certiflrate to Sterling Property Manacrement 75.00 1103 Monthly D,VS to Sterlincr Property Management 181.00 1400,TOTAL SE=LEMENT R 3,307.50 8,750.00 HUD CERTIFICATION OF BUYER AND SELLER I have carefully reviewed the HUD-1 Settlement Statement and to the best of my knowledge and belief,it is a true and accurate statement of all receipts and disbursements made on my account or by me I Is ransacbon.I further certify that I ha received a copy of the HUD-1 Settlement Statement. l`YD O �/l ��/t R anne Cramer The Keller Family Trust •/ 1 n!n- ; 2p IpC/ ey Patricia A.Giusti. rust- r WARNING:R IS A CRIME TO KNOWINGLY MAKE FALSE STATEMENTS TO THE The MUD-1 Settlement Statement which I have prepared is a true and accurate account of this transaction. UNITED STATES ON THIS OR ANY SIMILAR FORM.PENALTIES UPON CONVICTION I have caused or will cause the funds to be disbursed in accordance with this statement. CAN INCLUDE A FINE AND IMPRISONMENT.FOR DETAILS SEE TITLE 18: L' '0 f 2 U.S.CODE SECTION 1001 AND SECTION 1010. I DAT U® Pennsylvania State Employees Credit Union P.O. Box 67013 Harrisburg, PA 17106-7013 Member Number: 8928'««.*, P S E C1 800.237.7328 psecu.com . Statement Period: 06/01/13 to 06/30/13 Direct inquiries regarding preauthorized electronic transfer or account errors to the above address. Page Number: Regular 1 of 1 Account Balances at a Glance Total Shares: $111,263.54 24327 1 AV 0.360 00.563 D0.049 T90 P1 325 Total Certificates: $0.00 JOHN W KELLER IRREV TRUST Total Loans: $0.00 PATRICIA A GIUSTI TRUSTEE 6200 WESTOVER DR MECHANICSBURG, PA 17050-2340 Is 11111 111 I'll I III�I�I��InInI111 all III III I 11111111111111111111 000848 06 024421 001 D S1 SAP: 1,2,3,4 T'SIyOURNUMMER Monthly credit score s for free. ■ Learn more at psecu.com/fico. 5� YEAR TO DATE INFORMATION Description Amount Total Dividends Year to Date $251.06 SHARES Posting Effective Transaction New Date Date Transaction Description Amount Balance REGULAR SHARE ID 01 06/01 Beginning Balance 5.08 06/30 Ending Balance 5.08 Dividend YTD: Year to Date 0.00 CHECKING ID 04 06/01 Beginning Balance 0.00 06/30 Ending Balance 0.00 Dividend YTD: Year to Date 0.00 MONEY MARKET ID 07 _ 06/01 Beginning Balance r 1 1 240.17 06/30 Payment: Dividend 0.200% 18.29 1 .46 Annual Percentage Yield Earned 0.200%from 06/01/13 through 06/30/13 06/30 Ending Balance 111,258.46 Dividend YTD: Year to Date 41.48 T� x St Send Inquires to: Statement of Accounts 5000 Louise Drive PO Box 40 Mechanicsburg,PA 17055 Jun 25, 2013 thru Sep 24, 2013 www.membemist.org Main Switchboard: (800)283-2328 EZ Call: (717)697-4372 or(800)283-4372 Account Number: 487523 TDD: (717)697-5312 or(800)283-2328 ext.5312 TeleBranch: (800)237-7288 MEMBERS 1" Balances at a Glance: FEDERAL CREDIT UNION Checking: 0.00 11379 1 AV 0.360 22757-11379 SaVIngS: 6.47 III�III'11111'111111'll'111111"'I'llllllllll"'III'llll'I'I'llll Certificates: 164,241 .41 JOHN KELLER IRREVOCABLE TRUST Loans: 0.00 6200 WESTOVER DR Money Management: 0.00 MECHANICSBURG PA 17050 Swipe 5 YTD Reward: 0.00 Page: 1 of 2 Your current Member Loyalty Rewards level is Titanium. Please read the enclosed insert regarding upcoming statement changes. SAVINGS- ACCOUNTS 0000 REGULAR SAVINGS Date Transaction Description Additions Subtractions Balan Jun '25. Balance Forward, 6.47 Sep 24: Ending Balance.' ":47 CERTIFICATE"ACCOUNTS _.0040_- 19 MONTH CERT.,Maturit Date-JuIT13.,.2014 Date Transaction Descri lion Additions, Subtractions Jun 25 Balance .Forwards t ;4194_81_1y Jun 30 Deposit Dividend 1.1100% 4 48.09- Annua/ Percentage Yre/d Earned.l:910%from 0610112013 through 06 13012013 Jul 31 uEposit Dsvidend 1.i00% ' 4a.7r+ - 5s,282.i4 Annual.Percentage �Ie/d famed 1.110'%fmm 07/01/20.13 through 0713112013 Aug 31. .-- Deposit Dividend 1.10A.. 53;342.43 Annual Percentage Ye/d Earned 1.110%from 081011,2013,though 0813112013: Sep 24 Ending Balance 53;342.43 . 0041.-15 MONTH CERT Maturity Date -Oct 19, 2013 , Date Transaction Descn tion Additions Subtractions 1 Jun 25 Balance Forward °� 56466.69 Jun 30 Deposit Dividend 1:100% 1 ts, i f 51:05 5 4 Annual Percentage.Ye/d Earned 1. 1101 from_0u/01/2013 through 06130/2013 _ -Jul.31- Deposit Dividend 1.1000/6 _ �- �- 52.80. 56-,570.54. Annual Percentage re%d,Earned 1. 1101 from 0710112013 through 0713112013 - Aug 31'. Deposit Dividend.1.100% - 52.85 . 56,623..39 Annual Percentage- Ye/d Earned 1.. 110lo from 0810112013 Through 0813112013 Sep 24 Ending Balance 56,623".39, --- Continued on following page --- A Send Inquires to: Main Switchboard: (800)283-2328 5000 Louise Drive EZ Call: (717)697-4372 or(800)283-4372 Po Box 4o Jun 25, 2013 thru Sep 24, 2013 Mechanicsburg PA 17055 TDD: (717)697-5312 or(800)283-2328 ext.5312 71758-11379 Account Number: 487523 MEMBERS1 , TeleBranch: (800)237-7288 www.memberslst.org Page: 2 of 2 0043 - 19 MONTH CERT Maturity Date -Aug 14, 2014 Date Transaction Description Additions Subtractions Bala c Jun 25 Balance Forward 4,139.01 Jun 30 Deposit Dividend 1.000% 44.50 Annual Percentage Yield Eamed 1.000'%from 0610112013 through 0613012013 Jul 31 .Deposit Dividend 1.000% 46.02 54,229.53 N Annual Percentage Kield Eamed 1.000%from ,0710112013 through 0713112013 N Aug 31 Deposit Dividend 1.000% 46.06 54,275.59 w Annual Percentage Yield.Earned 1..000'%from 0810112013 through 0813112013 c, Sep 24 Ending Balance 54,275.59 YTD SUMMARIES TOTAL DIVIDENDS PAID 0000 REGULAR SAVINGS 0.00 .0040 19-MONTH CERT 369:04 0041 15 MONTH CERT. 412.96 004319 MONTH CERT 346..72 Total Year To Date Dividends Paid" 1,165.20 'NOTE: Total includes closed shares Don't forget about our new Member Loyalty Rewards.Program. The more products you have with us, the more benefits you'll receive. Ask an associate for details or visit our website at www.memberslst.org for details. F HDERJ! CRET) x : x;10;`". home car values cars for sate car reviews kbb tc 2013 Chwalet Equinox Far away just got closer:With an EPA—est.32 MPG hwy,the 2013 Equinox is ready for wherever your FIND journey takes you_ advertisement Home > Car Values > Buick > Century > 2001 > options > Custom Sedan 4D Buick Your Blue Book° Value Show Used Car Prices.i Price Your Next Car 2001 Buick Center Se ,- style: Custom Sedan 4D edit options Icheck specs Mileage: 48000 Change Like 41 this car Trade-in Value Private Party Value when trading in at a dealership when selling the car yourself KepOrt Excellent advertiser $4,137 Shop for your next car Very Good $4,012 Good Instant Trade-In Offer $3,837 Fair $3,337 Own it? Love it? Tell Us. Verify Condition Recently Viewed Cars i My , http://www.kbb.com/buick/century/2001-buick=century/custom-s... 6/10/2013 LAST WILL AND TESTAMENT OF JOHN W. KELLER I, JOHN W. KELLER, having my legal residence at 5225 Cobblestone Drive, Mechanicsburg, Cumberland County, Pennsylvania, 17055, do hereby declare this to be my Last Will and Testament, revoking all other Wills and Codicils heretofore made by me. I declare that I am a widower and that I have the following child bom to me; Patricia A. Giusti, and that all references to my child are to her. I further declare that I have the following three (3) grandchildren, David P. Giusti, Karen M. Giusti, and Andrea L. Caloiero, and that all references to my grandchildren are to them. ITEM ONE: I direct that all my valid debts and the expenses of my last illness and funeral be paid from my estate as soon as practicable after my death. ITEM TWO: I give and bequeath all of my tangible personal property to my residuary heirs under Item Four, below as follows: A. All items of tangible personal property shall be inventoried and valued at a fair market value. B. I may leave a Memorandum listing some of the items of my tangible personal property which I wish certain persons to have and request that my wishes as set forth in the memorandum be observed by my Personal Representative. Any items of tangible personal property not so designated shall be divided and distributed among my residuary heirs as follows: 1. Each of my heirs may select one item, in rotation, in order determined by lot, until such time at which the items chosen by each heir reach such heir's proportionate share of the total value of my estate, or until such time as each heir wishes to make no further selections. 2. Any items not selected shall be sold and the net proceeds added to the residue of my estate. 1 3. To the extent my heirs are unable to agree, the decision as to what may constitute "one item"for purposes of this selection shall be made by my Personal Representative(s). 4. Any disputes concerning this method of allocation shall be resolved by my Personal Representative(s)in my Personal Representative's sole discretion. 5. To the extent my Personal Representative is unable to resolve a dispute among two or more of my heirs concerning the in-kind distribution of any of my personal property, I direct my Personal Representative to sell the disputed property and the net proceeds there from be added to the residue of my estate. ITEM THREE: I give and devise any interest I may own in any real property together with the insurance thereon to my residuary heirs under Item Four. My Personal Representative may either distribute any real property at its then fair market value to one or more of my residuary heirs under and in accordance with Item Four below, or may sell any such real property and the net proceeds there from shall be added to the residue of my estate. ITEM FOUR: I give, bequeath and devise the entire residue of my estate, of whatever nature and wherever situate,to my beneficiaries as follows: 1) To my grandchild, DAVID P. GIUSTI, I give TWENTY THOUSAND ($20,000)DOLLARS. In the event David fails to survive me, this gift shall lapse and I give his share to his then-living issue in equal shares per stirpes. In the event David has no then-living issue, I give his share in equal shares per stirpes to my remaining beneficiaries under this Item Four. In making this distribution, if there is not enough money in my estate to equally provide this sum to my grandchildren, then I want this sum ($20,000) changed to an amount that would allow each of my grandchildren to receive a sum in equal shares. 2) To my grandchild, KAREN M. GIUSTI, I give TWENTY THOUSAND ($20,000) DOLLARS. In the event Karen fails to survive me, this gift shall lapse and I give her share to her then-living issue in equal shares,/per stirpes. In the event Karen has no then-living issue, I give her share in equal shares per stirpes to my remaining beneficiaries under this Item Four. In making this distribution, if there is not enough money in my estate to equally provide this sum to my grandchildren, then I want this sum ($20,000) changed to an amount that would allow each of my grandchildren to receive a sum in equal shares. 2 3) To my grandchild, ANDREA L. CALOIERO, I give TWENTY THOUSAND ($20,000) DOLLARS. In the event Andrea fails to survive me, this gift shall lapse and I give her share to her then-living issue in equal shares per stirpes. In the event Andrea has no then-living issue, I give her share in equal shares per stirpes to my remaining beneficiaries under this Item Four. In making this distribution, if there is not enough money in my estate to equally provide this sum to my grandchildren, then I want this sum ($20,000) changed to an amount that would allow each of my grandchildren to receive a sum in equal shares. 4) I devise and bequeath all of the rest, residue and remainder of my estate of whatever nature and situate to my daughter,PATRICIA A. GIUSTI,per stirpes. ITEM FIVE: Should any beneficiary of mine be under the age of twenty-five (25)years, my Personal Representative shall hold such beneficiary's share of my estate, as Trustee, IN TRUST and shall invest,reinvest and distribute the principal and net income of such beneficiary's share as follows: A. Until such beneficiary attains the age of twenty-five (25)years,my Trustee,in my Trustee's sole but reasonable discretion, may pay or apply the income and any or all of the principal of such beneficiary's share for the health, maintenance, support and education of such beneficiary considering all other sources of income available to such beneficiary and known to my Trustee. Upon such beneficiary attaining the age of twenty-five (25) years, my Trustee shall distribute the balance of the principal and accumulated income, if any, of each such beneficiary's share to such beneficiary. B. Should the principal of the Trust Estate, in the sole opinion of my Trustee, be or become too small to warrant placing or continuing of such fund in trust or should its administration be or become impractical for any other reason, my Trustee, in the exercise of their sole discretion, may pay such share absolutely to the person maintaining such beneficiary or may place such shares in the beneficiary's name in an interest-bearing deposit in any bank, bank and trust company or national banking association of his choosing, payable to the beneficiary at majority, or if said beneficiary has reached his or her majority,then to him or her directly. C. All shares of principal and income hereby given shall be free from anticipation, assignment, pledge or obligation of my beneficiary(s), and shall not be subject to any execution or attach- ment. 3 ITEM SIX: I appoint, my daughter, PATRICIA A. GIUSTI, Personal Representative of this my Will. In the event my daughter is unable or unwilling to act or continue to act as my Personal Representative, I appoint my son-in-law, DONATO P. GIUSTI, Personal Representative of this my will. I give to my said Personal Representative(s)the same powers as are hereinafter given to my Trustee. Such powers shall be in addition to those conferred by law. ITEM SEVEN: I appoint my duly appointed Personal Representative as Trustee of any Trust(s) created pursuant to Item Five, above. ITEM EIGHT: No bond shall be required of any fiduciary hereunder in any jurisdiction. No fiduciary hereunder shall have any liability for any mistake or error of judgment made in good faith. ITEM NINE: I authorize my Personal Representative(s) and Trustee(s) to exercise the following powers in addition to those given by law,to be exercised in their sole discretion: A. To retain any or all of the assets of my estate,without regard to any principle of diversification,risk or productivity; B. To invest in all forms of property without restriction to investments authorized for any type of fiduciary; C. To compromise any claim or controversy; D. To loan money to or buy property from my estate; E. To borrow money from any person, including any Executor or Trustee, and to mortgage or pledge any real or personal property; F. To sell at public or private sale, to exchange or to lease for any period of time, any real or personal property, and to give options for sales, exchanges or leases, all for such prices and upon such terms and conditions as they deem proper; G. To allocate receipts and expenses to principal or income or partly to each as they deem proper; H. To repair, alter or improve any real or personal property; I. To distribute in cash or in kind or partly in each at valuations fixed by them; J. To keep reasonable amounts of cash in a bank uninvested if deemed advisable for the protection of the principal; K. To subscribe for or to exercise options for stocks,bonds or other investments;to join in any plan of lease, mortgage, merger, consolidation, reorganization, foreclosure or voting trust and to deposit securities thereunder, and to generally exercise all the rights of security holders or employees of any corporation; L. To register securities in the name of a nominee or in such manner that title shall pass by delivery; M. To add to the principal of any trust created by this instrument any real or personal property received from any person by Deed, Will or in any other manner; 4 N. To exercise all power, authority and discretion given by this instrument after the termination of any trust created herein until the same is fully distributed; O. To use their sole discretion in deciding whether stock dividends on stock they hold in trust should be apportioned to principal or income, except stock dividends of regulated investment companies which shall be added to principal; P. To commingle the assets of any trust estate created by this Will in any one or more common funds for greater convenience and flexibility; Q. To employ agents, accountants, engineers and such other persons, professional or otherwise, as may be necessary for the proper administration of this estate or trust and to pay their compensation from such funds; and R. To disclaim all or any interest in a property passing to me or my estate. ITEM TEN: I realize that Personal Representatives are given discretion by law to make various elections which affect the income and estate taxes payable by estates and beneficiaries, as well as the relative shares of beneficiaries, such as taking administration expenses as deductions for either estate or income tax purposes, selecting options for the payment of employee death benefits, electing to take a qualified terminable interest as part of the marital deduction, selecting alternate valuation dates, postponing the payment of taxes, filing joint income tax or gift tax returns and redeeming corporate stock. The decisions made by my fiduciaries in any of these matters shall be binding upon, and not subject to question by, any affected persons. I rely upon my fiduciaries to take into consideration the total income and estate taxes payable by reason of their decisions including those payable by my survivors, and they are authorized in their discretion, but not required, to make adjustments between income and principal as a result thereof. ITEM ELEVEN: I direct that all estate, inheritance and other taxes in the nature thereof, together with any interest and penalties thereon, becoming payable because of my death with respect to the property constituting my gross estate for death tax purposes, whether or not such property passes under this my Last Will and Testament, shall be paid from the principal of my residuary estate, and no person receiving or having a beneficial interest in any such property, whether under this my Last Will and Testament or otherwise, shall at any time be required to contribute to or refund any part thereof, PROVIDED, however, that this direction shall not apply to the taxes on any property included in my estate solely because of a power of appointment thereover which I possess but have not exercised or on any qualified terminable interest or to any generation- skipping transfer taxes. 5 ITEM TWELVE: No gift or beneficial interest shall be subject to anticipation, assignment, pledge, obligation, or alienation of my beneficiary(s), whether voluntary or involuntary, and the income and principal thereof shall not be subject to any execution or attachment. ITEM THIRTEEN: If any beneficiary, person or entity in any manner, directly or indirectly, contests or attacks this Will or any of its provisions, or objects to the accounts or actions of my fiduciaries, without probable cause, such beneficiary, person or entity shall pay all costs, including but not limited to attorneys' fees, arising in connection with such contest, attack or objection incurred by my estate, such trust or such fiduciary personally. In the event that such beneficiary, person or entity does not prevail in such action, any share or interest in my estate or such trust which would otherwise pass to such beneficiary, person, entity or remainderman under this Will shall be revoked and the property consisting of such share shall be disposed of in the manner provided herein as if that contesting person or entity had predeceased me without surviving issue. ITEM FOURTEEN: Should any of the provisions of my Will be for any reason declared invalid, such invalidity shall not affect any of the other provisions of this Will and all invalid provisions shall be wholly disregarded in interpreting this Will. ITEM FIFTEEN: This Will shall be construed, regulated and governed by and in accordance with the laws of the Commonwealth of Pennsylvania. IN WITNESS WHEREOF, I have at Mechanicsburg, Pennsylvania, on -November 9, 2012, set my hand and seal to this my Last Will and Testament consisting of six (6) pages plus any witness, acknowledgement, affidavit and certification pages. — -L�_ `)/,- V a'L L JOHN P. KELLER 6 SELF-PROVING AFFIDAVIT COMMONWEALTH OF PENNSYLVANIA . SS: COUNTY OF CUMBERLAND We JOHN W. KELLERu and .�G�h LV i the Testator and the witnesses respectively, whose names are signed to the attached or foregoing instrument, being first duly sworn, do hereby declare to the undersigned authority that the Testator signed and executed the instrument as his Last Will and Testament that he had signed willingly (or willingly directed another to sign for him), and that he executed it as his free and voluntary act for the purposes therein expressed, and that each of the witnesses, in the presence and hearing of the Testator, signed the Will as witness and that to the best of their knowledge the Testator was at that time eighteen years of age or older, of sound mind and under no constraints or undue influence. JO W. KEL ER WITNES S 01' TNESS Subscribed, sworn to and acknowledged before me by JOHN W. KELLER, the Testator and the witnesses, on November 9, 2012. Notary Public or PA Attorney NOTARIAL SEAL MARCIA M NESBIT Notary Public UPPER ALLEN TWP.,CUMBERLAND COUNTY My Commission Expires Jun 4,2014 7 ESTATE MEMORANDUM OF JOHN W. KELLER This informal letter of instruction to my family and Personal Representative serves to convey my personal wishes concerning distribution of selected personal effects. In any situation where the provisions of this letter may be deemed to be inconsistent with or contrary to the terms of my Will, or other formal Estate Planning Documents, it is my desire and intent that the provisions of my Will and other formal Estate Planning instruments shall govern and be controlling since I do not intend that this letter shall serve in any respect as a Will nor shall the terms of this letter override the provisions of a Will or a Trust executed by me whether it was signed prior or subsequent to the date of this letter. Distribution of Personal Property Description of Property Beneficiary 1. 1. 2. 2. 3. 3. 4. 4. 5. 5. 6. 6. 7. 7. 8. 8. 9. 9. 10. 10. 11. 11. 12. 12. 1 Description of Property Beneficiary 13. 13. 14. 14. 15. 15. 16. 16. 17. 17. 18. 18. 19. 19. 20. 20. 21. 21. 22. 22. 23. 23. 24. 24. 25. 25. Other Directions To My Family: 2 Estate of John W. Keller John W. Keller Irrevocable Trust U/A dated 11/09/2012 The Keller Family Irrevocable Trust U/A dated 02/15/1993 On or about February 15, 1993, Decedent, John W. Keller, and his wife (who predeceased him) transferred substantially all of their assets to themselves and their daughter, Patricia A. Giusti, as co-trustees of an irrevocable trust, a copy of which is enclosed with this return. Pursuant to the terms of Article IV, Section 4.02, John W. Keller reserved the right to the income from the trust for the balance of his lifetime. Decedent purported to merge the 1993 Irrevocable Trust with a new irrevocable trust, The John Keller Irrevocable Trust, created under Agreement dated November 9, 2012, a copy of which is also enclosed with this return. Purportedly, pursuant to the terms of this Agreement, the Decedent was surrendering all rights to any of the assets in the trust, except for the use and enjoyment of his principal residence, which had already been subject to the terms of the 1993 trust. The assets subject to the 1993 trust and purportedly to the 2012 trust are reported on Schedule G of this return, as the transfers were either made within one year of his death or were in fact transfers with retained life interests. THE KELLER FAMILY IRREVOCABLE TRUST THIS TRUST AGREEMENT is executed in triplicate on this day of .4r 1993, by and between JOHN W. KELLER and VIRGINIA M. KELLEk, both now of 5133 Kylock Road, Mechanicsburg .(Upper Allen Township) , Cumberland County, Pennsylvania 17055 (herein Called "Settlors" or "Co-Settlors") and JOHN W. KELLER and VIRGINIA M. KELLER, both now of 5133 Kylock Road, Mechanicsburg (Upper Allen Township) , Cumberland County, Pennsylvania 17055 and PATRICIA A. GIUSTI, now of 6200 Westover Drive, Mechanicsburg, Cumberland County, Pennsylvania (herein called "Trustees" or "Co- Trustees" ) . ARTICLE I . TRUST ESTATE 1 . 01 . Initial Principal . Settlors, desiring to establish an irrevocable trust, do hereby irrevocably transfer, assign and deliver to the Trustees and their successors, and assigns the assets listed on Schedule A, attached hereto and made a part hereof . As further evidence of such assignment, the Settlors have executed or will execute or cause to be executed such other instruments as may be required for the purposes of completing the assignment or transfer of title to such property to the Trustees . The Trustees accept such transfer and assignment to themselves as T tees, and undertake to hold, manage, invest and reinvest the as er of this Trust, and to distribute the income and principal of t e,� Trust in accordance with the provisions of this Agreement. i 1 .02 . Additional Principal . The Settlors and any other person or persons, with the consent of the Trustees , shall have the right at any time to make additions to the corpus of this Trust or any -share thereof hereby established. All such additions shall be held, governed, and distributed by the Trustees in accordance with the terms and conditions of this Agreement. ARTICLE II . IRREVOCABILITY OF TRUST 2 .01 . Irrevocability. Settlors have been advised of the consequences of an irrevocable trust and hereby declare that this Trust shall be irrevocable and shall not be altered, amended, revoked, or terminated by Settlors or any other,- person or persons . ARTICLE III. LIFE INSURANCE POLICIES 3 .01 . General Provisions . If any insurance policies are transferred into this Trust, the Trustees shall be vested with all right, title, and interest in and to the transferred policies of insurance, and are authorized and empowered to exercise and enjoy, for the purposes of the Trust herein created and as absolute owner of such policies of insurance, all the options, benefits, rights anc3 privileges _ n er, E _�� q � � ,upon anti to,*} ledge;t -for_,a loan or: oar TheTrustees fake all rights, tite; and ierest in and, to the above stated insurance policies subject to any prior split-dollar life insurance agreement and assignments, which may be in effect at the time of transfer. The insurance companies which have issued policies are hereby authorized and directed to recognize the Trustees as absolute owners of such policies of insurance and as fully entitled to all options, rights, privileges, and interests under such policies , and any receipts, releases, and other instruments executed by the Trustees in connection with such policies shall be binding upon all persons interested in this Trust. The Settlors hereby relinquish all rights, title, interest and powers in such policies of insurance which Settlors may own and which rights, title, interest and powers are not assignable, and' will, at the request of the Trustees, execute all other instruments reasonably required to effectuate this relinquishment. 3 .02. Payment of Premiums. The Trustees shall be under no obligation to pay the premiums which may become due and payable under the provisions of any policy of insurance which may be transferred or assigned to this Trust, or to make certain that such premiums are paid by the transferor of such policy, or to notify any persons of the nonpayment of such premiums, and the Trustees shall be under no responsibility or liability of any kind in case such premiums are not paid, except the Trustees shall apply any dividends received on such policies to the payment of premiums thereon. Upon notice at any time during the continuance of this Trust that the premiums due upon such policies are -in default, or that premiums which will become due will not be paid, either by the transferor or by any other person, the Trustees, within their sole discretion, may apply any cash values attributable to such policy to the purchase of paid-up insurance or of extended insurance, or may borrow upon such policy for the payment of premiums due thereon, or may accept the cash values of such policy upon the policy's forfeiture. In the event that the Trustees receive the cash value of such policy upon its forfeiture for nonpayment of premiums, the amount received shall be added to the corpus of this Trust, and shall be administered according to the terms of this Agreement. If the insured under such policies of insurance, becomes totally and permanently disabled within the meaning of any policies and because thereof the payment of premiums, or any of them, shall during the pendency of such disability, be waived, the Trustees, upon receipt of such knowledge, shall promptly notify the insurance company which has issued such policies, and shall take any and all steps necessary to make such waiver of premium provision effective. 3 .03 . Duties of Trustees With Regard to Life Insurance Policies. The Trustees shall be under no obligation or duty whatever except with respect to the safekeeping of such policies of insurance and the duty to receive such .sums as may be paid to them, 2 in accordance with the requirements of this Trust, by the companies issuing such policies, and to hold, manage and disburse such proceeds subject to the terms of this Agreement. Upon the death of the insured, the Trustees shall make reasonable efforts to carry out the provisions of this Agreement, including the maintenance or defense of any suit, provided, however, the Trustees shall be under no duty to maintain or enter into any litigation unless its expenses, including counsel fees and costs, have been advanced or guaranteed in an amount and in a manner reasonably satisfactory to the Trustees . The. Trustees may repay any advances made by them or reimburse themselves for any such fees and costs from any corpus or income of this Trust. ARTICLE IV. TRUST DISTRIBUTIONS 4 . 01 . Trust Principal . The entire corpus of this Trust, including the assets initially transferred to this Trust, subsequent additions to this Trust, and the proceeds of any sale, exchange or investment of such Trust assets, shall be, used for the purposes herein contained. 4 .02 . Income Distribution. . During the Settlors ' lifetimes, the Trustees shall distribute all of the net income of the trus t to, or f or the benef i t of, JOHN W. KELLER and VIRGINIA M. KELLER, for and during the remainder of their lives, and the Trustees shall distribute all of the net income of the Trust to, or for the benefit of, the survivor of them during the survivor' s lifetime; provided that if . either JOHN W. KELLER or VIRGINIA- M. KELLER should be admitted into a long-term care facility for a period of time greater than thirty (30) days, then the Trustees shall distribute. all of the net income of the trust to, or for the benefit of, JOHN W. KELLER or VIRGINIA M. KELLER, whichever of them is not residing in a long-term care facility. In the event both JOHN W. KELLER and VIRGINIA M. KELLER should be residing in a long- term care facility for a period of time greater than thirty (30) days , the Trustees shall discontinue distribution of all income to both of them, and shall accumulate any and all of the net income of the trust, and shall add such net income to the principal of the trust. 4 . 03 . Principal Distributions. Upon the death of both of the Settlors , the Trust shall terminate. Upon termination, the remaining trust estate shall be distributed to the Settlors ' daughter, PATRICIA A. GIUSTI . If the Settlors ' daughter, Patricia A. Giusti, predeceases the termination of this Trust, the trust estate shall be distributed equally to Patricia A. Giusti ' s children, per stirpes . 4 .04 . General Power of Appointment. Settlors ' daughter, PATRICIA A. GIUSTI is hereby granted the general power to appoint some or all of the principal of this Trust to herself, in such proportions and upon such terms (in trust, outright gifts, or in 3 any other manner) as she deems advisable. This power shall not be exercisable under her will. If Settlorsl daughter fails, either in whole or in part, to exercise this general power of appointment herein granted, the unappointed principal shall continue in trust and shall be administered according to the terms of this Trust. Upon the death, resignation, removal or incapacity of Settlors , daughter, PATRICIA A. GIUSTI, then JOHN W. KELLER shall exercise the general power of appointment under this- provision. ARTICLE V. POWERS OF TRUSTEES 5.01. General Powers. In addition to such other powers and duties as may have been granted elsewhere in this Trust, but subject to any limitations contained elsewhere in this Trust, the. Trustees shall have the following powers and duties : - A. In the management, care and disposition of this Trust, the Trustees shall have the power to do all things and to execute such deeds, instruments, and other documents as may be deemed necessary and proper, including the following powers, all of which .may be exercised without order of or report to any court: (1) To sell, exchange, or otherwise dispose of any property, real, personal or mixed, wheresoever located, at any time held or acquired hereunder, at public or private sale, for cash or on terms as may be determined by the Trustees, without advertisement, including the right to lease for any term notwithstanding the period of the Trust, and to grant options, including an option for a period beyond the duration of the Trust. (2) To invest all monies in such stocks, bonds, securities, investment companies or trust shares, mortgages, notes, choses in action, real estate, improvements thereon, and other property as the Trustees may deem best, without regard to any - law now or hereafter in force limiting investments of fiduciaries; except that the Trustees may not invest in any stock or securities issued by the corporate Trustee or issued by a parent or affiliate company of such Trustee. (3) To retain for investment any property deposited with the Trustees hereunder; except that the Trustees may not retain for investment any stock or securities in the corporate Trustee or in a parent or affiliate company of such Trustee. (4) To vote in person or by proxy any corporate stock or other security and to agree to or take any other action in regard to any reorganization, merger, consolidation, liquidation, bankruptcy or other procedure or proceedings affecting any stock, bond, note or other security held by this Trust. 4 (5) To use lawyers, real estate brokers, accountants and any other agents, if such employment is deemed necessary, or desirable, and to pay reasonable compensation for their - services . (6) To compromise, settle or adjust any claim or demand by or against the Trust and to agree to any rescission or modification of any contact or agreement affecting the Trust. (7) To renew any indebtedness, as well as to borrow money, and to secure the same by mortgaging, pledging or conveying any property of the Trust, including the power to borrow from the Trustees (in the Trustees ' individual capacity) at a reasonable rate of interest. (8) To retain and carry on any business in which the Trust may acquire any interest, to acquire additional interests in any such business, to agree to the liquidation in kind of any corporation in which the Trust may have any interest and to carry on the business thereof, to join with other owners in adopting any form of management for any business or property in which the Trust may have an interest, to become or remain a partner, general or limited, in regard to any such business or property and to hold the stock or other securities as an investment, and to employ agents, and confer on them authority to manage and operate the business, property or corporation, without liability for the acts of any such agent of for any loss, liability or indebtedness of such business if the management is selected or retained with reasonable care. (9) To register any stock, bond or other security in the name of a nominee, without the addition of words indicating that such security is held in a fiduciary capacity, but accurate records shall be maintained showing that the stock, bond or other security is a trust asset and the Trustees shall be responsible for the acts of the nominee. (10) To merge this Trust with any other trust created in my Will or otherwise, with similar provisions and purposes and the same beneficiary or beneficiaries , but only to the extent that the merger of the trusts will not cause the imposition of gift tax or generation-skipping tax, federal or otherwise. B. Whenever the Trustees are directed to distribute any trust principal - in fee simple to a person who is then under twenty-one (21) years of age, the Trustees shall be authorized to hold such property in trust for such person until he becomes twenty-one (21) years of age, and in the meantime shall use such ,part of the income and the principal of the trust as the Trustees may deem necessary to provide for the proper support and education of such person in the standard of living to which he has become accustomed. If such 5 • �� person should die before becoming twenty-one. (21) yedi:s,of'.age .jthe, . property then remaining in trust shall be distributedt`to personal representative of such person' s estate. C. In making distributions from the Trust to, or,,,,f%or,=r-the', benefit of any minor or other person under a legal disabil'itY',,. ;t ie Trustees need not require the appointment of a guardian, but, sha•1'1, � be authorized to pay or deliver the distribution to the custodian;= of such person, to pay or deliver the distribution to such person"- t, without the intervention of a guardian, to pay or deliver- 'tie_' °f distribution to the legal guardian of such person if a guardian=has` already been appointed, or to use the distribution for the benefit` , of such person. D. In the distribution of the Trust and any division- into­` separate trusts and shares, the Trustees shall, be authorized_ to make the distribution and division in money or in kind or in both,:..;,: . , regardless of the basis for income tax purposes of any property' distributed or divided in kind, and the distribution and division made and the values established by the Trustees shall be binding and conclusive on all persons taking hereunder. The Trustees may in making such distribution or division allot undivided interests in the same property to several trusts or shares . E. If at any time after Settlors ' death the total fair market value of the assets of any trust established or to be established hereunder is so small that the corporate Trustee' s annual fee for administering the trust would be equal to or less that the minimum annual fee set forth in the Trustee' s regularly published fee schedule, then the Trustee in its discretion shall be authorized to terminate such trust or to decide not to establish such trust, and in such event the property then held in or to be distributed to such trust shall be distributed to the persons who are then or would be entitled to the income of such trust. If the amount of income to be received by such persons is to be determined in the discretion of the Trustee, then the Trustee shall distribute the property among such of the persons to whom the Trustee is authorized to distribute income, and in such proportions, as the Trustee in its discretion shall determine. F. The Trustees shall be authorized to lend or borrow, including the right to lend to or borrow from the Settlors ' estate, at an adequate rate of interest and with adequate security and upon such terms and conditions as the Trustees shall deem fair and equitable. G. The Trustees shall be authorized to sell or purchase, at the fair market value as determined by the Trustees, any property to or from Settlors ' estate, the estate of Settlor' s spouse, or any trust created by Settlor or Settlor' s spouse during life or by will, even though the same person or corporation may be acting as executor of Settlor' s estate or the estate of Settlor' s spouse or 6 Y6-f i�-r ..,y.• as trustee of any other such trusts and as the :.Trustees of `this,. Trust. ...... H. The Trustees shall have discretion to deteimn� fiether k items should be charged or credited to income or principal or allocated between income and principal as the T rust ees,.,may eem equitable and fair under all the circumstances , including'ah_e power to amortize or fail to amortize any part or all of any premium or discount, to treat any part or all of the profit resulting from the aye. maturity or sale of any asset, whether purchased at a premium or at a discount, as income or principal or apportion the same between income and principal, to apportion the sales price of any asset " between income and principal, to treat any dividend or other distribution on any investment as income or principal or `to apportion the same between income or principal, to charge any expense against income or principal or apportion the same, and . tow provide or fail to provide a reasonable. reserve against depreciation or obsolescence on any asset subject to depreciation or obsolescence, all as the Trustees may reasonably deem equitable and just under all of the circumstances. I. The Trustees are hereby authorized and empowered to purchase such insurance policies as they deem appropriate. 5 .02 . Voting by Trustees. When the authority and power under this Trust is vested in two (2) or more Trustees or Co- Trustees, the authority and power under this Trust or granted by law shall be vested in, and exercised by, each of the Trustees individually or all of the Trustees jointly, such that each Trustee may act independently, or the trustees may act jointly, in the administration or under the terms of the Trust agreement. ARTICLE VI. SPENDTHRIFT PROVISION 6 . 01 . General Provision. No beneficiary shall have the power to anticipate, encumber or transfer his interest in the Trust Estate in any manner other than by the valid exercise of a Power of Appointment. No part of the Trust Estate shall be liable for or charged with any debts, contacts, liabilities or torts of a beneficiary or subject to seizure or other process by any creditor of a beneficiary. ARTICLE VII. CONSTRUCTION OF TRUST 7. 01 . Choice of Law. This Trust shall be administered and interpreted in accordance with the laws of the Commonwealth of Pennsylvania. 7.02 . Code. Unless otherwise stated, all references in this Trust to section and chapter numbers are to those of the Internal Revenue Code of 1986 , as amended, or corresponding . i �,"'Mt'.f ACS♦ 1, ^C '-�. i -;yam rr, , n r provisions of any subsequent federal tax laws- app -�ca� Trust. , . ..1 g • �iS Jy' lam+ 7.03 . Other Terms . Unless the context otherwise a the use of one or more genders in the text includes , K1. genders, and the use of either the singular or the plural _�e text includes both the singular and the plural . 7.04. Captions. The captions set forth in 'eeme _ =Y 1d at the beginning of the various divisions hereof are fwo� �„ � convenience of reference only and shall not be. deemed to defineor � zr: limit the provisions , hereof or to affect in any construction and application. z, ;' ; A. N . 7.-05 . Situs of Trust The Trust shall have its le alr_ _ � �_ 4_.. situs in Cumberland County, Pennsylvania., ARTICLE VIII . COMPENSATION OF TRUSTEES AND APPOINTMENT OF SUCCESSOR TRUSTEES 8 .01 . Compensation. The Trustees shall receive as their compensation for the services performed hereunder that sum* of money, based on an hourly charge or percentage rate', which the Trustees normally and customarily charge for performing similar services during the. time which they perform these services . 8.02 . Removal of Trustees. Settlors, or the survivor of them, may remove the Trustees, or any of them, at any time or times, with or without cause, upon thirty (30) days ' written notice given to the current Trustees. Upon the death of both Settlors, a majority of the current income beneficiaries .may remove the Trustees, or any of them, at any time or. times, with or `without cause, upon thirty (30) days ' written notice given to the Trustees . Upon the removal of the Trustees, a successor Trustee shall be appointed in accordance with the terms set forth in Paragraph 8 ..03 . 8 .03 . Appointment of Successor Trustee. The Trustees, or any of them, may resign at any time upon thirty (30) days ' written notice given to the Settlors, or the survivor of the Settlors; or in the event of the death of both Settlors; upon thirty (30) days ' written notice given to the current beneficiary or beneficiaries (including a beneficiary's natural or legal guardian or legal representative) , hereunder. Upon the death, resignation, removal or incapacity of all of the above-named Trustees , then Settlors' son-in-law, DONATO 'GIUSTI, is hereby appointed as the successor trustee. Upon the death, resignation, removal or incapacity of Settlors ' son-in-law, DONATO GIUSTI, additional successor trustees may be appointed by the Settlors, or the survivor of the Settlors, during Settlors ' lifetimes, or, after Settlors ' deaths, by a majority of the current beneficiaries . Any successor trustee shall be a financially sound and competent corporate trustee. Any 8 successor trustee thus appointed, or, if the Trustees shall merge with or be consolidated with another corporate fiduciary, then such corporate fiduciary; shall succeed to all the duties and to all the powers, including discretionary powers, herein granted to the Trustees.. ARTICLE IX. PERPETUITIES CLAUSE 9 .01. General Provision. Notwithstanding anything to the contrary in this 'Trust, each disposition I have made here, legal or equitable, to the extent it can be referred in its postponement of becoming a vested interest to a duration measured by some life or lives in being at the time of my death is definitely to vest in interest, although not necessarily in possession, not later that twenty-one (21) years after such lives (and any period of gestation involved) ; or, to the extent it cannot be referred in any such postponement to such lives, is to so vest not later than twenty-one (21) years from the time of my death. ARTICLE X. ACQUISITION OF UNITED STATES TREASURY BONDS ELIGIBLE FOR TAX PAYMENT; PAYMENT OF TAXES, FUNERAL EXPENSES, AND EXPENSES OF ADMINISTRATION 10 . 01 . Acquisition of Bonds . The Trustees may, at any time, without the prior approval or direction of the Settlors and whether or not the Settlors are able to manage their own affairs, acquire United States Treasury Bonds selling at a discount, which bonds are redeemable at their par value plus accrued interest thereon for the purposes of applying the proceeds to the payment of the United States estate tax on the Settlors estate; and the Trustee may borrow from any lender, including itself, with or without security, to so acquire these bonds . 10 . 02 . Payment of United States Estate Tax by Bond Redemption. The Settlors direct that any United States Treasury Bonds which may be redeemed at their par value plus accrued interest thereon for the purpose of applying the proceeds to the payment of the United States estate tax imposed on the Settlors ' estates, and which are held by the Trustees, shall, to the extent of the amount determined to be required for payment of the estate tax, be distributed to the legal representative of the Settlors ' estates to be used by the legal representative ahead of any other assets and to the fullest extent possible to pay the estate tax. 10 . 03 . Payment of Death Taxes and Other Estate Settlement Costs . After the Trustees have complied with' paragraph 10 .02, above, and ascertained from the legal representative that all such bonds have been redeemed in payment of the United States estate tax, the Trustees shall also ascertain from the legal representative whether the legal representative has sufficient assets to pay the remaining legacy, succession, inheritance, 9 transfer, estate and other death taxes or duties (except the additional estate tax imposed by Section 2032 (c) , or corresponding provisions of the Internal Revenue Code of 1986 applicable to the Settlors ' estates and imposing the tax) levied or assessed against the Settlors ' estates (including all interest and penalties thereon) , all of which taxes, interest and penalties are hereafter referred to as the death taxes, interest and penalties. If the legal representative advises the Trustees that insufficient funds exist to pay all the death taxes, interest and .penalties, the Trustees shall then pay to the legal representative from the trust property, an amount equal to all the death taxes, interest' and penalties in excess of the funds available to the legal representative for this purposes, which payments are to be made without apportionment. In making the payments, the Trustees shall use only those assets or their proceeds which are includable in the Settlors' gross estates for purposes of the United States estate tax and shall not impair the marital portion without first exhausting the entire non-marital portion. If the Executors of the Settlors ' Estates, in such Executor's sole discretion, shall determine that' appropriate assets of Settlors ' estates are not available in sufficient amount to.pay (1) the Settlors ' funeral expenses, and (2) expenses of administering the Settlors ' estates; the Trustees shall, upon the request of the Executor of the Settlors ' estates, contribute from the principal of the trust estate the amount of such deficiency; and in connection with any such action the Trustees shall rely upon the written statement of the Executor of the Settlors ' estates as to the validity .and correctness of the amounts of any such expenses, and shall furnish funds to such Executor so as to enable such Executor to discharge the same, or to discharge any part of all thereof itself by making payment directly to the person entitled or claiming to be entitled to receive payment thereof. No consideration need be required by the Trustees from the Executor of Settlors ' estates for any disbursement made by the Trustees pursuant hereto, nor shall there be any obligation upon such Executor to repay to the Trustees any of the funds disbursed by it hereunder, and all amounts disbursed by the Trustees pursuant to the authority hereby conferred upon it shall be disbursed without any right in or duty upon the Trustees to seek or obtain contribution or reimbursement from any . person or property on account of such payment. The Trustees shall not be responsible for the application of any funds delivered by it to the Executor of the Settlors ' estates pursuant to the authority herein granted, nor shall the Trustees be subject to liability to any beneficiary 10 t V hereunder on account of any payment made by it pursuant to the provisions hereof . IN WITNESS WHEREOF, the Settlors and Trustees have hereunto set their hands and seals as of the day and year first above written. WITNESS: - � All (SEAL) JOIN W. KEL E , SETTLOR ' (SEAL) VIRGINIA M. RELLER, SETTLOR COMMONWEALTH OF PENNSYL ANIA : SS: COUNTY OF ��'�►�erlan On this, the day of 1993 , before me, a Notary Public,. the undersigned officer, per onally appeared JOHN W. RELLER and VIRGINIA M. RELLER, his wife, known to me (or satisfactorily proven) to be the persons whose names are subscribed to the within Trust Agreement, and acknowledged that they executed the same for the purposes therein contained. IN WITNESS WHEREOF, I have set my hand and official Seal. Neadal Seal Stacey L 1lace,Nctary Pubrr. Q Ferm;�ar,7�tip.,>Jr:;a1�Ccurriy Notary P b l i c My Exp�;es OCL 16,1995 tihe;r�er,Fer;nsylva;ea�c�asan c;\c;a�s My Commission Expires: The foregoing Trust Agreement was delivered, and is hereby accepted, at _�el�)Q a/'V Pennsylvania, on L.°-�Cuaa 1993 . WITNESS: , JOHN W. RELLER, CO-TRUSTEE / �, VIRGINIA M.. RELLER, CO-TRUSTEE PATRICIA A. GIUSTI, CO-TRUSTEE 11 SCHEDULE "A" SCHEDULE REFERRED TO IN THE ANNEXED TRUST AGREEMENT DATEDi✓i.(�, 1 , 19-93 FROM JOHN W. KELLER AND VIRGINIA M. KELLER, SETTLORS TO JOHN W. KELLER, VIRGINIA M. KELLER AND. PATRICIA A. GIUSTI, CO-TRUSTEES PROPERTY DESCRIPTION: 12 � ry JOHN KELLER IRREVOCABLE TRUST November 9, 2012 LAW OFFICES KEYSTONE ELDER LAW P.C. 555 GETTYSBURG PIKE, SUITE C-100 MECHANICSBURG, PENNSYLVANIA 17055-5204 (717) 697-3223 John Keller Irrevocable Trust Article One Establishing My Trust The date of this Irrevocable Trust Agreement is November 9, 2012. The parties to the agreement are John W. Keller (the "Grantor") and Patricia A. Giusti (my "Initial Trustee"). Keystone Elder Law P.C. will serve as my Distribution Trustee while I am living (my "Lifetime Distribution Trustee"). This agreement creates two subtrusts, the Residence Trust and the Nongrantor Trust. Unless otherwise provided, the terms of this agreement apply to both of those subtrusts. Unless the context demands otherwise, any reference in this agreement to my trust refers to both subtrusts. Section 1.01 Identifying My Trust My trust is called the "John Keller Irrevocable Trust." However, the following format should be used for taking title to assets: "Patricia A. Giusti, Trustee of the John Keller Irrevocable Trust dated November 9, 2012." While not required, the title to assets may identify the subtrust, for example, "Patricia A. Giusti, Trustee of the Nongrantor Trust under the John Keller Irrevocable Trust dated November 9, 2012." My Principal Residence must be held according to the Residence Trust provisions. All other assets of my trust must be held according to the Nongrantor Trust provisions. This is so, even if the title of the asset identifies the other subtrust. For the purpose of transferring property to my trust, or identifying my trust in any beneficiary or pay-on-death designation, any description referring to my trust is effective if it reasonably identifies my trust. Section 1.02 Third-Party Reliance on Affidavit or Certification of Trust My Trustee may provide an affidavit or certification of trust to third parties in lieu of providing a copy of this agreement. Third parties are exonerated from any liability for acts or omissions in reliance on the affidavit or certification of trust, and for the application that my Trustee makes of funds or other property delivered to my Trustee. Section 1.03 An Irrevocable Trust This trust is irrevocable, and I may not alter, amend, revoke, or terminate it in any way. Section 1.04 Transfers to the Trust I transfer to my Trustee the property listed in Schedule A, attached to this agreement, to be held on the terms and conditions set forth in this instrument. I retain no right, title or 1 interest in the income or principal of this trust or any other incident of ownership in any trust property. (a) Trustee Acceptance By execution of this agreement, my Trustee accepts and agrees to hold the trust property described on Schedule A. All property, including life insurance policies, transferred to my trust after the date of this agreement must be acceptable to my Trustee. My Trustee may refuse to accept any property. My Trustee shall hold, administer and dispose of all trust property accepted by my Trustee for the benefit of my beneficiaries in accordance with the terms of this agreement. (b) No Distributions of Income or Principal My Trustee shall have no right, power, privilege, or authority to invade or distribute income or principal of the trust to or for my benefit, under any circumstances. Section 1.05 Statement of My Intent I am creating this trust as part of my estate plan to ensure efficient management, administration and protection of the trust assets for my beneficiaries. The purpose of this trust is more than for asset protection but is also to serve as a will substitute, to avoid probate, protect my assets from scams and undue influence, and protect the assets from creditors and lawsuits. This is not a business trust. It is my express intent that the principal and income of this trust will not be available to me for any purpose, including Medicaid. In order to maximize the benefit to my trust beneficiaries, I give my Trustee broad discretion with respect to the management, distribution and investment of assets in my trust. My specific objectives in creating this trust include, but are not limited to, having: Any gift made to the trust be treated as a completed gift for federal estate and gift tax purposes; The assets of the trust estate, including life insurance proceeds, be excluded for federal estate tax purposes from my gross estate and the gross estates of my trust beneficiaries except to the extent I have explicitly granted a general power of appointment to a trust beneficiary; and The assets in this trust not be subject to the claims of any beneficiary's creditors. All provisions of this agreement shall be construed so as to accomplish my objectives. Any beneficiary has the right at any time to release, renounce or disclaim any right, power or interest that might be construed or deemed to defeat my objectives. Section 1.06 Family Information I am widowed and I have one child, Patricia A. Giusti. All references in this agreement to "my children" are references to Patricia A. Giusti. 2 References to "my descendants" are to Patricia A. Giusti and her descendants. Section 1.07 My Lifetime Beneficiary While I am living, Patricia A. Giusti is the only beneficiary of trust income and principal (my"Lifetime Beneficiary"). In this agreement, "Lifetime Beneficiary" refers only to Patricia A. Giusti, and does not include me. As specified in Section 1.04(b) above, under no circumstances may my Trustee invade or distribute trust income or principal to or for my benefit. The distribution provisions for income and principal are specified in Article Three. Article Two Trustee Succession and Trust Protector Provisions Section 2.01 Resignation of a Trustee A Trustee may resign by giving written notice to me. If I am deceased, a resigning Trustee will give written notice to the income beneficiaries of the trust and to any other Trustee then serving. Section 2.02 Trustee Succession This Section governs the succession of my Trustees. (a) I May Not Serve as Trustee Notwithstanding any provision of this agreement to the contrary, under no circumstances may I serve as Trustee or Distribution Trustee at any time. (b) Successors to Initial Trustee If Patricia A. Giusti fails to serve as Initial Trustee, I appoint Donato P. Giusti to serve as successor Trustee. Section 2.03 Removal and Replacement of Trustees (a) Removal and Replacement by Me As to the Residence Trust, I may remove any Trustee, with or without cause, and appoint an individual or corporate successor Trustee (other than me). As to the Nongrantor Trust, I may remove any Trustee, with or without cause, provided I appoint an individual or corporate successor Trustee that simultaneously commences service as Trustee and that is not related or subordinate to me within the meaning of Section 672(c) of the Internal Revenue Code. 3 (b) Removal by Beneficiaries After my death, the primary beneficiary of any trust created under this agreement may remove a Trustee at any time, with or without cause. The right to remove a Trustee under this subsection will not be deemed to grant to the person holding that right any of the powers of that Trustee. If a beneficiary is a minor or is incapacitated, the parent or legal representative of the beneficiary, other than me, may act on behalf of the beneficiary. (c) Default of Designation and Appointment of Trustee If the office of Trustee or Distribution Trustee of a trust created under this agreement is vacant and all designated successor Trustees fail to act, I must appoint an individual or corporate successor Trustee that is not related or subordinate to me within the meaning of Section 672(c) of the Internal Revenue Code. If I am incapacitated or deceased, my Trust Protector shall appoint an individual or corporate successor Trustee. If my Trust Protector fails to act, the primary beneficiary may appoint an individual or corporate fiduciary to serve as successor Trustee. In the case of a minor or incapacitated beneficiary, the parent or legal representative of such beneficiary, other than me,may act on behalf of such beneficiary. If the office of Distribution Trustee of a trust created under this agreement is vacant and all designated successor Distribution Trustees fail to act, the primary beneficiary of the trust shall appoint an individual or corporate fiduciary that is not related or subordinate to any beneficiary of the trust within the meaning of Section 672(c) of the Internal Revenue Code as successor Distribution Trustee. Any beneficiary or his or her legal representative may petition a court of competent jurisdiction to appoint a successor Trustee to fill any vacancy remaining unfilled after a period of 30 days. By making such appointment, such court shall not thereby acquire any jurisdiction over the trust, except to the extent necessary for making such appointment. Section 2.04 Notice of Removal and Appointment Notice of removal shall be in writing and shall be delivered to my Trustee being removed, along with any other Trustees then serving. The notice of removal shall be effective in accordance with its provisions. Notice of appointment shall be in writing and shall be delivered to the successor Trustee and any other Trustees then serving. The appointment shall become effective at the time of acceptance by the successor Trustee. A copy of the notice shall be attached to this agreement. 4 Section 2.05 Prohibition Against SNT Beneficiary Serving as Trustee Notwithstanding any other provision of this agreement, under no circumstances may the beneficiary of a trust share that is being administered pursuant to the terms of Article Six, entitled"Supplemental Needs Trust," serve as Trustee of that share. Section 2.06 Appointment of a Cotrustee Any individual Trustee may appoint an individual or a corporate fiduciary as a Cotrustee. A Cotrustee so named shall serve only as long as my Trustee who appointed such Cotrustee (or, if such Cotrustee was named by more than one Trustee acting together, by the last to serve of such Trustees) serves, and such Cotrustee shall not become a successor Trustee upon the death, resignation, or incapacity of my Trustee who appointed such Cotrustee, unless so appointed under the terms of this agreement. Although such Cotrustee may exercise all the powers of the appointing Trustee, the combined powers of such Cotrustee and the appointing Trustee shall not exceed the powers of the appointing Trustee alone. The Trustee appointing a Cotrustee may revoke the appointment at any time with or without cause. Section 2.07 Corporate Fiduciaries Any corporate fiduciary serving under this agreement as a Trustee must be a bank, trust company, or public charity that is qualified to act as a fiduciary under applicable federal and state law and that is not related or subordinate to any beneficiary within the meaning of Section 672(c) of the Internal Revenue Code. Section 2.08 Incapacity of a Trustee If any individual Trustee becomes incapacitated, it shall not be necessary for the incapacitated Trustee to resign as Trustee. A written declaration of incapacity by the Cotrustee, if any, or, if none, by the party designated to succeed the incapacitated Trustee, if made in good faith and if supported by a written opinion of incapacity by a physician who has examined the incapacitated Trustee, will terminate the trusteeship. If the Trustee designated in the written declaration refuses to sign the necessary medical releases needed to obtain the physician's written opinion of incapacity within 30 days of a request to do so, the trusteeship will be terminated. Section 2.09 Appointment of Independent Special Trustee If for any reason a Trustee or Distribution Trustee of any trust created under this agreement is unwilling or unable to act with respect to any trust property or any provision of this agreement, the Trustee or Distribution Trustee, or the Trust Protector, shall appoint, in writing, a corporate fiduciary or an individual to serve as an Independent Special Trustee as to such property or with respect to such provision. The Independent Special Trustee appointed shall not be related or subordinate to me while living or to any beneficiary of the trust within the meaning of Section 672(c) of the Internal Revenue Code. The appointing party may revoke any such appointment at will. An Independent Special Trustee shall exercise all fiduciary powers granted by this agreement unless expressly limited elsewhere in this agreement or by the appointing 5 parry in the instrument appointing the Independent Special Trustee. An Independent Special Trustee may resign at any time by delivering written notice of resignation to the appointing party. Notice of resignation shall be effective in accordance with the terms of the notice. Under no circumstances may I serve as an Independent Special Trustee. Section 2.10 Rights and Obligations of Successor Trustees Each successor Trustee serving under this agreement, whether corporate or individual, shall have all of the title, rights, powers and privileges granted to the Initial Trustee named under this agreement. In addition, each successor Trustee shall be subject to all of the restrictions imposed upon, as well as all obligations and duties, both discretionary and ministerial, given to the Initial Trustee named under this agreement. Section 2.11 Provisions for Trust Protector The function of the Trust Protector is to direct my Trustee in matters concerning the trust, and to assist, if needed, in achieving my objectives as manifested by the other provisions of my estate plan. In order to serve, any Trust Protector named or appointed under this Section must be a corporate fiduciary or an individual who is not related or subordinate to a transferor or any beneficiary within the meaning of Section 672(c) of the Internal Revenue Code. (a) Designation of Trust Protector I make no appointment of Trust Protector at the time this agreement is executed. Rather, a Trust Protector may be appointed pursuant to paragraph(d) of this Section as needed. (b) Authority to Name Successor The serving Trust Protector may appoint a successor Trust Protector in writing, which appointment will take effect upon the resignation, incapacity, or death of the appointing Trust Protector. Under no circumstances may I serve as Trust Protector. (c) Resignation of Trust Protector A Trust Protector may resign by giving notice as provided in paragraph (n) below. A resigning Trust Protector will not be liable or responsible for the acts or omissions of any successor Trust Protector. (d) Default of a Designated Trust Protector During any period in which a trust created under this agreement requires a Trust Protector to act and no Trust Protector is serving, a majority of the members of Keystone Elder Law P.C. may appoint a Trust Protector. If the members of Keystone Elder Law P.C. fail to make the appointment after 30 days, then any beneficiary or trustee may petition a court of competent jurisdiction to appoint a Trust Protector. 6 The court acting to appoint a Trust Protector will acquire jurisdiction or authority over the trust only to the extent necessary to make the appointment and may not subject the trust to the continuing jurisdiction of the court. If a beneficiary is a minor or is incapacitated, the parent or Legal Representative of the beneficiary may act on behalf of the beneficiary. A Trust Protector appointed under this paragraph (d) may be removed by the party or parties who made the appointment. (e) Rights of Successor Trust Protectors Any successor Trust Protector has all of the authority of any predecessor Trust Protector, but will not be responsible for the acts or omissions of its predecessor. (f) Power to Remove and Appoint Trustees After my death, the Trust Protector may remove any Trustee of a trust created under this agreement. Whenever the office of Trustee of a trust is vacant and no successor Trustee is effectively named, the Trust Protector may appoint an individual or a corporate fiduciary to serve as Trustee. No Trust Protector may be self-appointed as a Trustee and may not simultaneously serve as both Trust Protector and Trustee. (g) Good Faith Standard Imposed The authority of the Trust Protector is conferred in a nonfiduciary capacity, and the Trust Protector is not liable for any good-faith act, omission, or forbearance. The Trust Protector will be reimbursed promptly for any costs incurred in defending or settling any claim brought against the Trust Protector in the capacity as Trust Protector, unless it is conclusively established that the act, omission, or forbearance was motivated by an actual intent to harm the beneficiaries of the trust or was an act of self-dealing for personal benefit. (h) Power to Amend The Trust Protector may amend any provision of this agreement as it applies to any trust for which the Trust Protector is serving to do any of the following: (i) alter the administrative and investment powers of my Trustee; (ii) grant a beneficiary of any trust created under this agreement the testamentary power to appoint all or part of the beneficiary's trust or trust share to the creditors of the beneficiary's estate; (iii) more fully comply with my stated intent as expressed in Section 3.02, entitled "Intent as to Grantor Trust Status," in Article Three; 7 (iv) correct ambiguities, including scrivener errors, that might otherwise require court construction or reformation; and (v) reflect tax or other legal changes that affect trust administration. Any amendment made by the Trust Protector to correct a scrivener's error in accordance with this Section is effective as of the original date of the trust. Any other amendment made by the Trust Protector as authorized above is effective as of the date of the trust, or the date of the amendment, in the sole and absolute discretion of the Trust Protector. The decision of the Trust Protector as to the effective date of any such amendment must be set forth in the amendment. In granting a testamentary power of appointment, the Trust Protector may require, as a condition for the beneficiary's exercise of the power, that the beneficiary first obtain the consent of the Trust Protector. The Trust Protector may revoke the power at any time during the lifetime of the beneficiary to whom it was given. I suggest, but do not require, that the Trust Protector exercise this authority to subject trust property to estate tax instead of the generation-skipping transfer tax when it appears that it may reduce overall taxes. Notwithstanding the foregoing, the Trust Protector may not amend this agreement in any manner that would make trust corpus or income available to me for Medicaid eligibility or Medicaid estate recovery purposes. Further,the Trust Protector may not limit or alter the rights of a beneficiary in any trust assets held by the trust before the amendment, nor may the Trust Protector remove or add any individual or entity as a beneficiary of trust assets. Any amendment made by the Trust Protector must be in a signed written instrument. The Trust Protector must provide notice of the amendment as provided in paragraph(n)below, along with a copy of the amendment. (i) Not a General Power of Appointment The Trust Protector may not participate in the exercise of a power or discretion conferred under this agreement 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. Specifically, the Trust Protector may not use such powers for his or her personal benefit, nor for the discharge of his or her financial obligations. (j) Release of Powers The Trust Protector, acting on its own behalf and on behalf of all successor Trust Protectors, may at any time, by a written instrument delivered to my Trustee, irrevocably release, renounce, suspend, or reduce any or all powers and discretions conferred on the Trust Protector by this agreement. 8 (k) No Duty to Monitor The Trust Protector has no duty to monitor or supervise any Trustee or trust created under this agreement. Further, the Trust Protector has no duty to be informed as to the acts or omissions of others or to take any action to prevent or minimize loss. Any exercise or non-exercise of the powers and discretions granted to the Trust Protector is in the sole and absolute discretion of the Trust Protector. (1) Compensation Any Trust Protector serving under this agreement is entitled to receive reasonable compensation for services as determined by my Trustee. The Trust Protector is entitled to reimbursement for all expenses incurred in the performance of its duties as Trust Protector, including travel expenses. Serving in the capacity of Trust Protector does not prevent the Trust Protector from also providing legal, investment or accounting services on behalf of the trust or the trust beneficiaries. If the Trust Protector is providing professional services, the Trust Protector may charge its typical fees for professional services, and may also be compensated for its services as Trust Protector. (m) Right to Examine The books and records of each trust created under this agreement, including all documentation, inventories and accountings, must be open and available for inspection by the Trust Protector at all reasonable times. (n) Notice Unless otherwise specified, when notice is required by a provision of this Section, notice must be given in a signed written instrument delivered to the following or the personal representative of the following, to the extent practicable: (i) me; (ii) the income beneficiaries of the trust; and (iii) the Trustee then serving. Article Three Administration While I am Living While I am living, my Trustee shall administer the trust as provided in this Article. Section 3.01 Residence and Distribution Provisions While I am living, my Trustee shall administer all property held by my trust as follows: 9 (a) Residence Provisions Only as it relates to my Principal Residence held by the Residence Trust, I have the exclusive right to possess, occupy, and use the property for residential purposes, and the following provisions apply: (1) No Payment of Rent; Payment of Maintenance I may not be required to pay rent for such property, but will be responsible for and required to pay all of the expenses of the maintenance of the property, including taxes, insurance, utilities, mortgage payments and normal costs of maintenance and upkeep of the property. (2) Termination of Tenancy If I cease to use such property as a residence my Trustee may, in the exercise of sole and absolute discretion, either continue to hold such property as an investment or sell it, but may not rent or lease it to anyone. Notwithstanding the above, any purchaser of real property owned by this trust will be entitled to rely upon the authority of my Trustee to sell such real property. (3) Homestead Exemption In order to claim homestead exemption rights under Pennsylvania law, I shall have the right to use, possess, and occupy any real property that may be owned by the trust. My interest in such real property shall be construed so as to qualify as my homestead property. I currently reside in the real property located at 5225 Cobblestone Drive, Mechanicsburg, Pennsylvania, which property is designated as my Homestead under Pennsylvania law. It is my intention that the transfer of the aforementioned property into this trust shall in no way diminish the property's status as Homestead property under Pennsylvania's Homestead laws. My Trustee shall take any and all actions necessary to maintain the status of the property located at 5225 Cobblestone Drive, Mechanicsburg, Pennsylvania as Homestead property, including any successor property which may qualify as my Homestead under Pennsylvania law. (b) Sales Proceeds of Principal Residence Upon the sale of my Principal Residence, the sales proceeds immediately become the property of the Nongrantor Trust and must be held pursuant to those provisions. 10 (c) Distribution of Income As to the Nongrantor Trust, my Lifetime Distribution Trustee must pay, at least annually, all of the net income from the trust property, after deducting all expenses associated with the trust property, to or for Patricia A. Giusti's benefit. If, for any reason, the required distribution of income is not made to a beneficiary, such income may not be accumulated with principal and will not be subject to Section 3.03, entitled"Administration Upon My Death." Under no circumstances may income of the Nongrantor Trust be- (i) distributed to me; (ii) held or accumulated for future distribution to me; or (iii) applied to the payment of premiums on policies of insurance on my life. As to the Residence Trust, no income may be distributed to any beneficiary. (d) Distribution of Principal to My Lifetime Beneficiary As to the Nongrantor Trust, my Lifetime Distribution Trustee may distribute to Patricia A. Giusti as much of the principal of the trust property as my Lifetime Distribution Trustee may determine advisable for any purpose. No other Trustee may make distributions of principal from the trust. As to the Residence Trust, my Trustee, including an Interested Trustee, may not distribute to Patricia A. Giusti or anyone else, any of the principal of the trust for any purpose. If my Trustee is an Interested Trustee, the provisions of Section 9.23(a) shall apply. No Trustee or Cotrustee may make distributions to himself or herself, to his or her estate, to his or her creditors, or to the creditors of his or her estate. A distribution to or for the benefit of Patricia A. Giusti shall be charged to the trust as a whole rather than against the beneficiary's ultimate share, unless determined to be an advancement in accordance with subsection (e) below. No Trustee shall have any right, power, privilege, or authority to invade or distribute income or principal of the trust to or for my benefit. I direct that no provision of Pennsylvania law, or the laws of any other state, shall be available to require any invasion of principal by my Trustee or any court. (e) Advancements My Lifetime Distribution Trustee may make advancements by distributing principal of the trust to any of my beneficiaries under Article Four (limited to those beneficiaries who would be entitled to a share if I died at the time 11 of the advancement). Before making an advancement to a beneficiary, I request, but do not require, that my Lifetime Distribution Trustee consider the respective needs and requirements of all of my Lifetime Beneficiary. A determination by my Lifetime Distribution Trustee as to whether.a distribution is for an advancement under this subsection or is a distribution under subsection (d) shall be conclusive on all persons, including all successor Trustees. (f) Discharge of a Legal Obligation No payment or distribution shall be made by any Trustee for the discharge of any of my legal obligations or otherwise for my monetary benefit. Section 3.02 Intent as to Grantor Trust Status I intend for the Residence Trust to be treated as a grantor trust under Internal Revenue Code (the "Code") sections 671 through 679. However, I intend for the Nongrantor Trust not to be treated as a grantor trust under Code sections 671 through 679. My intent is accomplished by the following requirements, as expressed elsewhere in this agreement: (i) that the grantor's power to remove and replace the trustee of the Nongrantor Trust is limited to replacing the trustee with a trustee who is NOT related or subordinate to the grantor and that only an Independent Trustee can distribute principal of the Nongrantor Trust (required for the removal and replacement power to fall within Code section 674(c) as an exception to grantor trust status under 674(a)); (ii) that the grantor's power to remove and replace the trustee of the Residence Trust allows the grantor to replace the trustee with a trustee who is related or subordinate and that an interested trustee can distribute principal of the Residence Trust for any purpose (to achieve grantor trust status under Code section 674(a) without falling within the exception of section 674(c)); and (iii) that the grantor has the power to add charitable beneficiaries to the Residence Trust(to achieve grantor trust status under Code section 674(a)). The Trust Protector may amend my trust to more fully comply with my stated intent. Section 3.03 Administration Upon My Death Upon my death, my Trustee will administer the remaining trust property as provided in Article Four. 12 Article Four Administration of Remaining Trust Property My Trustee shall give the remaining trust property to PATRICIA A. GIUSTI,per stirpes, and distribute each share outright, free of trust, except as provided in Article Seven. Notwithstanding the preceding paragraph, during any period that a beneficiary is a Supplemental Needs Person, my Trustee shall administer the beneficiary's share as provided in Article Six. In determining the value of each share,my Trustee shall add to the value of the remaining trust property the value of all advancements, if any, made under Section 3.01(e) using the value of the advancement as of the date of the advancement. My Trustee shall use the resulting total to calculate the value of the shares created under this Section. My Trustee shall reduce the share of each beneficiary by the value of each advancement, if any, made to the beneficiary under Section 3.01(e) using the value of the advancement as of the date of the advancement. If a beneficiary to whom an advancement was made is deceased, then the shares of the beneficiaries who take the deceased beneficiary's share shall be reduced by the value of the advancement pro rata based on each beneficiary's share of the deceased beneficiary's share. If the amount of the reduction of a beneficiary's share exceeds the value of the share, the beneficiary will receive nothing and have no duty to refund any amount to the trust. In such case, the remaining beneficiaries' shares shall be reduced pro rata to account for the shortfall. Article Five Remote Contingent Distribution If, at any time, there is no person or entity qualified to receive final distribution of the trust estate or any part of it, then my Trustee shall distribute the portion of my trust estate with respect to which the failure of qualified recipients has occurred to those persons who would inherit it had I then died intestate owning the property, as determined and in the proportions provided by the laws of Pennsylvania then in effect. Article Six Supplemental Needs Trust Trust property will be administered pursuant to the terms of this Supplemental Needs Trust Article when: (i) another Article of this agreement directs that the property is to be administered as provided in this Supplemental Needs Trust Article; or 13 (ii) the beneficiary of the property under another Article of this agreement is a Supplemental Needs Person, unless the other Article directs the beneficiary's interest to be distributed to an existing trust. "Beneficiary"under this Supplemental Needs Trust Article refers to the beneficiary of the property under the other Article. The provisions of the other Article shall continue to apply to the extent they do not conflict with the provisions of this Supplemental Needs Trust Article; specifically, the provisions of this Supplemental Needs Trust Article shall control the distributions of income and principal. Section 6.01 Distributions of Income and Principal The Trustee shall collect income and, after deducting all charges and expenses attributed thereto, may apply for Beneficiary's benefit, in-kind, or in cash, so much of the income and principal (even to the extent of the whole) as the Trustee deems advisable in the Trustee's sole and absolute discretion, subject to the limitations set forth below. The Trustee shall add the balance of net income not paid or applied to the principal of the Supplemental Needs Trust. (a) Maximize Benefits Consistent with the purpose of the Supplemental Needs Trust, before expending any amounts from the net income and/or principal of this trust, the Trustee shall consider the availability of all benefits from government or private assistance programs for which Beneficiary may be eligible. The Trustee, where appropriate and to the extent possible, shall endeavor to maximize the collection and facilitate the distribution of these benefits for Beneficiary's benefit. (b) No Reduction in Benefits None of the income or principal of the Supplemental Needs Trust shall be applied in such a manner as to supplant, impair or diminish any governmental benefits or assistance for which Beneficiary may be eligible or which Beneficiary may be receiving. (c) No Assignment Beneficiary shall not have the power to assign, encumber, direct, distribute or authorize distributions from the Supplemental Needs Trust. (d) Supplemental Needs Trust Savings Clause Notwithstanding any provision to the contrary, in the event that the Supplemental Needs Trust is challenged or faces imminent invasion by any governmental department or agency in such a way as to affect Beneficiary's eligibility for benefits available under any governmental program, the Trustee is empowered to amend the trust so as to maintain Beneficiary's eligibility for benefits under such governmental program. 14 Section 6.02 Definition of "Supplemental Needs" "Supplemental needs" refers to the requisites for maintaining the good health, safety, and welfare of Beneficiary when, in the sole and absolute discretion of the Trustee, such requisites are not being provided by any public agency, office, or department of any state or of the United States. "Supplemental needs" shall also include, but not be limited to, medical and dental expenses, annual independent checkups, clothing and equipment, programs of training, education, treatment and rehabilitation, private residential care, transportation (including vehicle purchases), maintenance, insurance, and essential dietary needs. "Supplemental needs" may include spending money; additional food; clothing; electronic equipment such as radio, recording and playback, television and computer equipment; camping; vacations; athletic contests; movies; trips; and money to purchase appropriate gifts for relatives and friends. However, in deciding whether to make these distributions the Trustee must first consider the impact on certain government benefits as is directed in Section 6.05, entitled"Distribution Guidelines." The Trustee shall have no obligation to expend trust assets for such needs, but if the Trustee, in its sole and absolute discretion, decides to expend trust assets, under no circumstances should any amounts be paid to, or reimbursed to, the federal government, any state, or any governmental agency for any purpose, including for the care, support, and maintenance of Beneficiary. Section 6.03 Objective to Promote Independence of Beneficiary While actions are in the Trustee's sole and absolute discretion, the Trustee should be mindful that it is my wish that Beneficiary live as independently, productively, and happily as possible. Section 6.04 Not Available Resource to Beneficiary It is my intent to create a Supplemental Needs Trust that conforms to Pennsylvania law, in order to provide for Beneficiary's Supplemental Needs. I intend that the trust assets be used to supplement, not supplant, impair or diminish, any benefits or assistance of any Federal, state, county, city, or other governmental entity for which Beneficiary may otherwise be eligible or which Beneficiary may be receiving. Consistent with that intent, it is my desire that, before expending any amounts from net income and/or principal of the trust, the Trustee consider the availability of all benefits from government or private assistance programs for which Beneficiary may be eligible and that, where appropriate and to the extent possible, the Trustee endeavors to maximize the collection of such benefits and to facilitate the distribution of such benefits for the benefit of Beneficiary. All actions of the Trustee shall be directed toward carrying out this intent and the discretion granted the Trustee under this agreement to carry out this intent is absolute. For purposes of determining Beneficiary's eligibility for any such benefits, no part of the principal or undistributed income of the Supplemental Needs Trust shall be considered available to Beneficiary for.public benefit purposes. Beneficiary shall not be considered to have access to principal or income of the trust, and he or she has no ownership, right, authority, or power to convert any asset into cash for his or her own use. 15 The Trustee shall hold, administer, and distribute all property allocated to the Supplemental Needs Trust for the exclusive benefit of Beneficiary during his or her lifetime. All distributions from the trust are in the sole and absolute discretion of the Trustee, and Beneficiary is legally restricted from demanding trust assets for his or her support and maintenance. In the event the Trustee is requested to release principal or income of the Supplemental Needs Trust to or on behalf of Beneficiary to pay for equipment, medication, or services that any government agency is authorized to provide, or in the event the Trustee is requested to petition a court or any other administrative agency for the release of trust principal or income for this purpose, the Trustee is authorized to deny such request and is authorized in its sole and absolute discretion to take whatever administrative or judicial steps may be necessary to continue Beneficiary's eligibility for benefits, including obtaining legal advice about Beneficiary's specific entitlement to public benefits and obtaining instructions from a court of competent jurisdiction ruling that neither the trust corpus nor the trust income is available to Beneficiary for eligibility purposes. Any expenses of the Trustee in this regard, including reasonable attorney's fees, shall be a proper charge to the Supplemental Needs Trust. Section 6.05 Distribution Guidelines Consistent with the purpose of the Supplemental Needs Trust, before expending any amounts from the net income and/or principal of the trust, the Trustee shall consider the availability of all benefits from government or private assistance programs for which Beneficiary may be eligible. The Trustee, where appropriate and to the extent possible, shall endeavor to maximize the collection and facilitate the distribution of these benefits for the benefit of Beneficiary. In making distributions,the Trustee will: (i) consider any other known income or resources of Beneficiary that are reasonably available; (ii) take into consideration all entitlement benefits from any government agency, such as Social Security Disability payments (SSDI), Medicaid, Department of Public Welfare, Supplemental Security Income (SSI), and any other special purpose benefits for which Beneficiary is eligible; (iii) take into consideration resource and income limitations of any such assistance program; (iv) make expenditures so that Beneficiary's standard of living will be comfortable and enjoyable; (v) not be obligated or compelled to make specific payments; (vi) not pay or reimburse any amounts to any governmental agency or department, unless proper demand is made by such governmental agency and reimbursement is required by the state; and (vii) not be liable for any loss of benefits. 16 Section 6.06 Use of Care Manager The Trustee shall have the option of utilizing the services of a Care Manager to assist in advising on how best to provide for Beneficiary's needs. The primary objective of the Care Manager shall be to assist the Trustee to carry out the purposes of the Supplemental Needs Trust to ensure that Beneficiary maintains a safe living situation, receives counseling services when appropriate and lives as independently as possible. A Care Manager shall be a professional Clinical Licensed Social Worker, Professional Conservator, or care management agency that has experience in the field of assessment of conditions similar to those of Beneficiary and is familiar with the public benefits to which Beneficiary may be entitled. (a) Distribution Advisement If the Trustee uses a Care Manager, the Care Manager shall advise the Trustee concerning discretionary distributions to be made from the trust that are helpful and appropriate for Beneficiary's needs including payment for medical care, counseling services, and daily support. (b) Annual Care Plan If the Trustee uses a Care Manager, the Care Manager shall provide to the Trustee, at least annually, a written care plan for purposes of evaluation of Beneficiary's medical and psychosocial status. The care plan shall include recommendations concerning resources and services beneficial to Beneficiary. (c) Quarterly Assessments If the Trustee uses a Care Manager, the Care Manager shall, at least quarterly, visit Beneficiary to assess his or her physical and emotional . needs including the appropriateness of present placement, monitoring attendant care, accessing required resources, making and keeping medical appointments, and accessing socialization activities. (d) Compensation of the Care Manager If the Trustee uses a Care Manager, the Care Manager shall be entitled to fair and reasonable compensation for the services it renders. The amount of compensation shall be an amount equal to the customary and prevailing charges for services of a similar nature during the same period of time and in the same geographic locale. (e) The Resignation of a Care Manager Any Care Manager may resign by giving thirty (30) days' written notice to the Trustee. (f) Replacement of Care Manager The Trustee may terminate the Care Manager without cause and name a replacement. If a Care Manager cannot serve for any reason, the Trustee may name a replacement, which may begin to serve immediately. If the 17 Care Manager must be replaced, then the successor Care Manager shall also be a professional Clinical Licensed Social Worker, Professional Conservator, or care management agency who has experience in the field of assessment of conditions similar to those of Beneficiary and is familiar with the public benefits to which Beneficiary may be entitled. Section 6.07 No Seeking of Order to Distribute For purposes of determining Beneficiary's state Medicaid program equivalent eligibility, no part of the principal or undistributed income of the Supplemental Needs Trust may be considered available to Beneficiary. The Trustee will deny any request by Beneficiary to: (i) release principal or income of the trust to or on behalf of Beneficiary to pay for equipment, medication, or services that the state Medicaid program equivalent would provide if the trust did not exist; or (ii) petition a court or any other administrative agency for the release of trust principal or income for this purpose. The Trustee may, in its sole and absolute discretion, take necessary administrative or legal steps to protect Beneficiary's state Medicaid program eligibility, including obtaining a ruling from a court of competent jurisdiction that the trust principal is not available to Beneficiary for purposes of determining eligibility. Expenses for this purpose, including reasonable attorney's fees, are a proper charge to Beneficiary's Supplemental Needs Trust. Section 6.08 Indemnification of Trustee When Acting in Good Faith The Trustee shall be indemnified from the trust property for any loss or reduction of public benefits sustained by Beneficiary as a result of the Trustee exercising, in good faith,the authority granted to the Trustee under this Article. Section 6.09 Distribution Upon the Death of Beneficiary Upon the death of Beneficiary, the Trustee shall distribute or retain the remaining Supplemental Needs Trust property according to the other Article of this agreement that directed the property to be held pursuant to this Article. If the other Article does not provide for distribution upon the death of Beneficiary, then the Trustee shall distribute or retain the remaining Supplemental Needs Trust property as though Beneficiary had predeceased me. Section 6.10 Waiver of Court Invasion of Principal Under no circumstances shall Supplemental Needs Trust principal be subject to any court-directed invasion pursuant to the provisions of the laws of Pennsylvania or any other state. 18 Section 6.11 Prohibition Against Beneficiary Serving as Trustee Notwithstanding any other provision of this agreement, under no circumstances may Beneficiary serve as Trustee of any share that is being administered for his or her benefit under the provisions of this Supplemental Needs Trust Article. Section 6.12 Limitation on Power to Remove and Replace Trustee Notwithstanding any other provision of this agreement, Beneficiary has the power to remove and replace the Trustee of the Supplemental Needs Trust, but may not appoint himself or herself as the replacement Trustee. Section 6.13 No Power to Adjust from Principal to Income Notwithstanding any provision of this agreement or state law to the contrary, the Trustee does not have the power to adjust any item of principal to income pursuant to Pennsylvania law for any Supplemental Needs Trust administered under this Article. Section 6.14 No General Power of Appointment Notwithstanding any provision of this agreement or state law to the contrary, Beneficiary shall not have a lifetime or testamentary general power of appointment as defined in Section 2041 of the Internal Revenue Code, or as defined under Pennsylvania law, or the laws of any other state. Section 6.15 Application of Article Any decision made by the Trustee under this Article shall be final, controlling and binding upon all beneficiaries subject to the provisions of this Article. Article Seven Administration of Trusts for Underage and Incapacitated Beneficiaries Section 7.01 Distributions for Underage and Incapacitated Beneficiaries If under another provision of this agreement any part of the trust property is directed or required to be distributed outright to a person (other than me) who has not yet attained the age of 25 years or is incapacitated, then my Trustee may distribute or retain that part of the trust property as described in Section 7.02, unless the provisions of Article Six, entitled"Supplemental Needs Trust," apply. When making a distribution, I request, but do not require, that my Trustee consider the ability that the beneficiary demonstrated in managing prior distributions. All decisions made by my Trustee under this Article are final, controlling and binding upon all beneficiaries subject to the provisions of this Article. 19 Section 7.02 Methods of Distribution Property to which this Article applies may be: (i) distributed directly to the beneficiary; (ii) distributed to the beneficiary's guardian, conservator,parent, family member, or other person who has assumed responsibility for his or her care; (iii) distributed to any person or entity, including my Trustee, as custodian for the beneficiary under the Uniform Transfers to Minors Act, or similar statute; (iv) distributed to other persons or entities for the benefit of the beneficiary; (v) distributed to an agent authorized to act for the beneficiary under a power of attorney for property; (vi) retained in trust, distributing income and principal for any purpose, in any amount, using any of the methods described above, all in my Trustee's sole and absolute discretion, and distributing the remainder outright to the beneficiary when he or she attains the age of 25 years (unless he or she is incapacitated), and upon the beneficiary's death distributing the remainder as appointed by the beneficiary, and if not appointed, as though the beneficiary had predeceased me; (vii) retained in trust pursuant to the provisions of Article Six, entitled "Supplemental Needs Trust," for the benefit of the beneficiary; or (viii) distributed or retained in any combination of one or more of the above. Article Eight Trust Administration Section 8.01 Distributions to Beneficiaries Whenever this agreement authorizes or directs my Trustee to make a distribution of net income or principal to a beneficiary, my Trustee may apply for the benefit of the beneficiary any property that otherwise could be distributed directly to the beneficiary. My Trustee shall have no responsibility to inquire into the beneficiary's ultimate disposition of the distributed property unless specifically directed otherwise by this agreement. My Trustee may make distributions in cash or in kind, or partly in each, in proportions and at values determined by my Trustee. My Trustee may allocate undivided interests in specific assets to a beneficiary or trust in any proportion or manner that my Trustee determines, even though the property allocated to one beneficiary may be different from that allocated to another beneficiary. My Trustee may make these determinations without regard to the income tax attributes of the property and without the consent of any beneficiary. 20 Section 8.02 No Court Proceedings This trust shall be administered expeditiously, consistent with the provisions of this agreement, free of judicial intervention, and without order, approval or action of any court. The trust shall be subject to the jurisdiction of a court only if my Trustee or another interested parry institutes a legal proceeding. A proceeding to seek instructions or a court determination shall be initiated in the court having original jurisdiction over matters relating to the construction and administration of trusts. Seeking instructions or a court determination shall not subject this trust to the continuing jurisdiction of the court. I request that any questions or disputes that may arise during the administration of this trust be resolved by mediation and if necessary, arbitration in accordance with the Uniform Arbitration Act. Each interested party involved in the dispute (including my Trustee, if involved) shall select an arbiter and, if necessary to establish a majority decision, the arbiters selected shall select an additional arbiter. The decision of a majority of the arbiters selected shall control with respect to the matter. Section 8.03 No Bond No Trustee is required to furnish any bond for the faithful performance of my Trustee's duties, unless required by a court of competent jurisdiction and only if the court finds that a bond is needed to protect the interests of the beneficiaries. No surety will be required on any bond required by any law or rule of court, unless the court specifies that a surety is necessary. Section 8.04 Exoneration of My Trustee No successor Trustee is obligated to examine the accounts, records or actions of any previous Trustee or of the personal representative of my estate. No successor Trustee shall be in any way or manner responsible for any act, omission, or forbearance on the part of any previous Trustee or the personal representative of my estate. Unless my Trustee has received notice of removal, my Trustee shall not be liable to me or to any beneficiary for the consequences of any action taken by my Trustee that would have been, but for the prior removal of my Trustee, a proper exercise by my Trustee of the authority granted to my Trustee under this agreement. Absent bad faith on the part of my Trustee, my Trustee is exonerated from any and all liability for the acts, omissions, and forbearances of my Trust Protector. Any Trustee may request and obtain from the beneficiaries or from their legal representatives, agreements in writing releasing my Trustee from any liability that may have arisen from my Trustee's acts, omissions, and forbearances, and indemnifying my Trustee from liability for the acts, omissions, and forbearances. An agreement described in this paragraph, if acquired from all the living beneficiaries of the trust or from their legal representatives, shall be conclusive and binding upon all parties, born or unborn, who may have, or may in the future acquire, an interest in the trust. My Trustee may require a refunding agreement before making any distribution or allocation of trust income or principal and may withhold distribution or allocation pending determination or release of a tax lien or other lien. 21 Section 8.05 Trustee Compensation An individual serving as Trustee shall be entitled to fair and reasonable compensation for the services rendered as a fiduciary. A corporate fiduciary serving as Trustee shall be compensated by agreement with an individual Trustee or, in the absence of an individual Trustee or in the absence of an agreement, in accordance with the corporate fiduciary's published schedule of fees in effect at the time the services are rendered. My Trustee may charge additional fees for services it provides that are not comprised within its duties as Trustee such as fees for legal services, tax return preparation and corporate finance or investment banking services. In addition to receiving compensation, my Trustee may be reimbursed for reasonable costs and expenses incurred in carrying out its duties under this agreement. Section 8.06 Employment of Professionals My Trustee may appoint, employ and remove, at any time and from time to time, investment advisors, accountants, auditors, depositories, custodians, brokers, consultants, attorneys, expert advisers, agents, and employees to advise or assist my Trustee in the performance of its duties. My Trustee may act upon the recommendations of the persons or entities employed with or without independent investigation. My Trustee may reasonably compensate an individual or entity employed to assist or advise my Trustee regardless of whether the person or entity shall be a Trustee of a trust established under this agreement or a corporate affiliate of a Trustee and regardless of whether the entity shall be one in which a Trustee of a trust created under this agreement is a partner, member, stockholder, officer, director or corporate affiliate or has any other interest. My Trustee may pay the usual compensation for services contracted for under this Section out of principal or income of the trust as my Trustee may deem advisable. My Trustee may pay compensation to an individual or entity employed to assist or advise my Trustee without diminution of or charging the same against the compensation to which my Trustee is entitled under this agreement. Any Trustee who shall be a partner, stockholder, officer, director or corporate affiliate in any entity employed to assist or advise my Trustee shall nonetheless receive my Trustee's share of the compensation paid to the entity. Section 8.07 Collection of Proceeds Upon the Death of an Insured Upon the death of an insured under any policy of life insurance forming a part of the trust principal, my Trustee shall make a reasonable effort to collect all sums payable directly to my Trustee or the trust. My Trustee may exercise any of the options of settlement that may at any time be available to my Trustee under the terms of any such policy. My Trustee shall not be liable to any beneficiary for the settlement option ultimately selected. My Trustee may refuse to enter into or maintain any proceeding, whether in law or equity, administrative or otherwise, with respect to any life insurance policy, until my Trustee has been indemnified to its satisfaction against all expenses and liabilities that, in my Trustee's judgment, may be involved in the proceeding. 22 My Trustee is authorized to compromise and adjust claims arising out of any insurance policy upon such terms and conditions, as my Trustee may deem prudent. The decisions of my Trustee shall be conclusive on all persons. Section 8.08 Insurance Carrier Protected in Dealing With My Trustee An insurance carrier is entitled to presume that my Trustee is properly exercising its powers as Trustee under this agreement when working with or assisting my Trustee in any transaction. The insurance carrier and the insurance carrier's agents are not required to inquire into any of the provisions of this agreement to determine if my Trustee has the power to act or is properly exercising its power or see to my Trustee's application of any proceeds paid to my Trustee. My Trustee's receipt of the insurance proceeds shall relieve the insurance carrier of any further liability with respect to payment of the proceeds. Section 8.09 Exercise of Testamentary Power of Appointment A testamentary power of appointment granted under this agreement may be exercised by a valid will that specifically refers to the power of appointment. The holder of a testamentary power of appointment may exercise the power to appoint property among the permissible appointees in equal or unequal proportions, and on such terms and conditions, whether outright or in trust, as the holder of the power designates. The holder of a testamentary power of appointment may grant further powers of appointment to any person to whom principal may be appointed, including a presently exercisable limited or general power of appointment. My Trustee may conclusively presume that any power of appointment granted to any beneficiary of a trust created under this agreement has not been exercised by the beneficiary if my Trustee has no knowledge of the existence of a valid will exercising the power within 30 days after the beneficiary's death, and my Trustee shall then be released from any liability for any distributions made in good faith. Section 8.10 Determination of Principal and Income Capital gains of the Residence Trust must be allocated to principal, and capital gains of the Nongrantor Trust must be allocated to income. Receipts of rents, royalties, interest, dividends, and other ordinary income must be allocated to income. Section 8.11 Trust Accounting Except to the extent required by law, my Trustee is not required to file accountings in any jurisdiction. Upon the written request of an income beneficiary of a trust created under this agreement, my Trustee must render an accounting to the income beneficiaries of that trust during the accounting period that includes the date of the written request. The accounting must include the receipts, expenditures, and distributions from the trust for which the accounting is prepared occurring during the accounting period. If a tax return is prepared for a trust during a period for which a trust accounting is made, my Trustee's accounting must include a copy of that tax return. If there is no tax return prepared for the accounting period, my Trustee's accounting must include a balance sheet 23 itemizing the trust property and my Trustee's reasonable estimation of the value of the assets held in the trust as of the date the accounting is completed. In the absence of fraud or manifest error, the assent by all income beneficiaries to my Trustee's accounting will make the matters disclosed in the accounting binding and conclusive upon all persons, including those living on the date of this agreement and those to be born in the future who have, or will in the future have, a vested or contingent interest in the trust property. In the case of an income beneficiary who is a minor or who is incapacitated, that beneficiary's natural guardian or legal representative may give the assent required under this Section. A beneficiary may object to an accounting rendered by my Trustee only if the beneficiary gives written notice to my Trustee within 60 days after my Trustee renders the accounting. Any beneficiary who does not submit a written objection to the accounting is deemed to assent to the accounting. My Trustee must make the trust's financial records and documentation available to beneficiaries at reasonable times and upon reasonable notice for inspection by the beneficiaries. My Trustee is not required to furnish any information regarding my trust to anyone other than a beneficiary. My Trustee may exclude any information that my Trustee determines is not directly applicable to the beneficiary receiving the information. Section 8.12 Action of Cotrustees Unless otherwise specified, if two Trustees are eligible to act with respect to a given matter, the concurrence of both is required; if more than two Trustees are eligible to act with respect to a given matter,the concurrence of a majority of the Trustees is required. If the Trustees are unable to concur with respect to a matter as to which they have joint powers, I request that the matter be settled by mediation and, if necessary, arbitration in accordance with the Uniform Arbitration Act. Each of the Trustees will select an arbiter and, if necessary to establish a majority decision, the arbiters so selected will select an additional arbiter. The decision of a majority of the arbiters so selected will control with respect to the matter. A nonconcurring Trustee may dissent or abstain from any action of the other Trustee or Trustees. The nonconcurring Trustee is absolved from personal liability by registering his or her dissent or abstention in the records of the trust. After doing so, the nonconcurring Trustee will then act with the other Trustees in any way necessary or appropriate to effectuate the action of the other Trustees. Section 8.13 Trustee Authority to Disclaim or Release Powers Notwithstanding any provision of this agreement to the contrary, any Trustee may disclaim or release, in whole or in part, by an instrument in writing, any power held as Trustee, irrevocably or for any period of time that the Trustee may specify. The Trustee may make the relinquishment of a power personal to the Trustee or may relinquish the power for all subsequent Trustees. 24 Section 8.14 Delegation of Trustee Authority; Power of Attorney Subject to the limitations set forth in Section 9.23, any Trustee may, by an instrument in writing, delegate to any other Trustee the right to exercise any power (including a discretionary power) granted my Trustee in this agreement. During the time a delegation under this Section is in effect, my Trustee to whom the delegation was made may exercise the power to the same extent as if the delegating Trustee had personally joined in the exercise of the power. The delegating Trustee may revoke the delegation at any time by giving written notice of revocation to my Trustee to whom the power was delegated. My Trustee may execute and deliver a revocable or irrevocable power of attorney granting any individual or entity the power to transact any and all business on behalf of my trust or any other trust created under this agreement. The power of attorney may grant to the attorney-in-fact all of the rights, powers, and discretion that my Trustee is entitled to exercise under this agreement. Section 8.15 Additions to Separate Trusts If upon the termination of any trust created under this agreement a final distribution is to be made to a person who is the only beneficiary of another trust created under this agreement, my Trustee shall make the distribution to the second trust instead of distributing the property to the beneficiary outright. For purposes of administration, my Trustee shall treat the distribution as though it had been an original part of the second trust. Section 8.16 Authority to Merge or Sever Trusts The provisions of this Section only apply after my death. My Trustee may merge and consolidate a trust created under this agreement with any other trust, if the two trusts contain substantially the same terms for the same beneficiaries and at least one Trustee in common. My Trustee may administer the merged and consolidated trust as a single trust or unit. If, however, a merger or consolidation does not appear feasible, my Trustee may consolidate the assets of the trusts for purposes of investment and trust administration while retaining separate records and accounts for each respective trust. My Trustee may sever any trust on a fractional basis into two or more separate and identical trusts or may segregate a specific amount or asset from the trust property by allocation to a separate account or trust. The separate trusts may be funded on a non pro rata basis provided that funding is based on the total fair market value of the assets on the date of funding. Income earned on a segregated amount or specific asset after the segregation passes with the amount or asset segregated. My Trustee shall hold and administer each separate trust upon terms and conditions substantially identical to those of the trust from which it was severed. Subject to the terms of the trust, my Trustee may consider differences in federal tax attributes and other pertinent factors in administering the trust property of any separate account or trust, in making applicable tax elections, and in making distributions. A separate trust created by severance must be treated as a separate trust for all purposes 25 from the date on which the severance is effective; however, the effective date of severance may be retroactive to a date before the date on which my Trustee exercises the power. Section 8.17 Merger of Corporate Fiduciary If any corporate fiduciary acting as my Trustee under this agreement is merged with or transfers substantially all of its trust assets to another corporation or if a corporate fiduciary changes its name, the successor shall automatically succeed to the trusteeship as if originally named a Trustee. No document of acceptance of trusteeship shall be required. Section 8.18 Beneficiary's Status Until my Trustee receives notice of the incapacity, birth, marriage, death or other event upon which a beneficiary's right to receive payments may depend, my Trustee shall not be liable for acting or failing to act with respect to the event or for disbursements made in good faith to persons whose interest may have been affected by such event. Unless otherwise provided in this agreement, the parent or legal representative may act on behalf of a beneficiary who is a minor or is incapacitated. My Trustee may rely on any information provided by a beneficiary with respect to the beneficiary's assets and income. My Trustee shall have no independent duty to investigate the status of any beneficiary and shall not incur any liability for failure to do so. Section 8.19 Discharge of Third Persons Persons dealing in good faith with my Trustee shall not be required to see to the proper application of money paid or property delivered to my Trustee, or to inquire into the authority of my Trustee as to any transaction. The receipt from my Trustee for any money or property paid, transferred or delivered to my Trustee shall be a sufficient discharge to the person or persons paying, transferring or delivering the money or property from all liability in connection with its application. Section 8.20 Certificate by Trustee A written statement of my Trustee may always be relied upon by, and shall always be conclusive evidence in favor of, any transfer agent or any other person dealing in good faith with my Trustee in reliance upon the statement. Section 8.21 Funeral and Other Expenses of Beneficiary Upon the death of a beneficiary other than me, my Trustee may pay the funeral expenses, burial or cremation expenses, enforceable debts and other expenses incurred due to the death of the beneficiary from trust property. This Section shall only apply to the extent the beneficiary has not exercised any testamentary power of appointment granted to him under this agreement. My Trustee may rely upon any request by the personal representative or members of the family of the deceased beneficiary for payment without verifying the validity or the 26 amounts and without being required to see to the application of the amounts so paid. My Trustee may make decisions under this Section without regard to any limitation on payment of expenses imposed by statute or rule of court and may be made without obtaining the approval of any court having jurisdiction over the administration of the deceased beneficiary's estate. Section 8.22 Generation-Skipping Transfer Tax Provisions Notwithstanding any other provision of this agreement to the contrary, if a trust created under this agreement would be partially exempt from generation-skipping transfer tax after the intended allocation of Available GST Exemption to the trust then: (a) Division into Exempt and Nonexempt Trusts My Trustee may divide the property of the trust into two separate trusts so that the allocation of Available GST Exemption can be made to a trust that will be entirely exempt from generation-skipping transfer tax (the "exempt trust"). The exempt trust shall consist of the largest fractional share of the total trust assets that will permit the exempt trust to be entirely exempt from generation-skipping transfer tax. The "nonexempt trust" shall consist of the balance of the total trust assets. For purposes of computing the fractional share, asset values as finally determined for federal estate tax purposes shall be used. The fraction shall be applied to the assets at their actual value on the effective date or dates of distribution so that the actual value of the fractional share resulting from the application of such fraction will include fluctuations in the value of the trust property. (b) Administration of the Trusts The trusts created under this Section shall have the same terms as the original trust. To the extent possible, distributions to a non-skip person as defined by Section 2613 of the Internal Revenue Code shall be made from a nonexempt trust and distributions to a skip person as defined by Section 2613 shall be made from an exempt trust. My Trustee shall administer each exempt and nonexempt trust as a separate and independent trust. Any exempt or nonexempt trust established under this agreement may be referred to by the name designated by my Trustee. If an exempt trust and a nonexempt trust are further divided under the terms of this agreement, my Trustee may allocate property from the exempt trust first to the trust from which a generation skipping transfer is more likely to occur. (c) My Intent; Trust Additions My intent is to minimize the application of the generation-skipping transfer tax to the trust property but not to affect the total amount of trust property to which any beneficiary may be entitled under this agreement. 27 This agreement shall be so construed and interpreted to give effect to this intent. If at any time any property that has an inclusion ratio greater than zero for generation-skipping transfer tax purposes would be added to a trust with property that has an inclusion ratio of zero, then my Trustee shall instead hold such property in a separate trust on the same terms and conditions as the original trust. Section 8.23 Grantor Trust Provisions I intend that the Residence Trust be a grantor trust for federal income tax purposes for those periods of time during which I or any other person holds one or more of the powers described in Sections 671 through 679 of the Internal Revenue Code, the effect of which is that I will be taxed on the income of the Residence Trust. To carry out this intent, the following provisions apply to the administration of the Residence Trust. (a) Power to Add Charities as Beneficiaries While I am living, I may add beneficiaries to the Residence Trust by designating any charitable organization described in Section 170 of the Internal Revenue Code as an additional beneficiary of the net income or principal of the trust. After designating any additional charitable beneficiary, my Trustee may, but is not required to, distribute net income or principal to the additional charitable beneficiary, in amounts and proportions determined by my Trustee. (b) Nonfiduciary Capacity The powers described in this Section are exercisable solely in a nonfiduciary capacity without approval or consent of any person acting in a fiduciary capacity. No claim for breach of fiduciary duty may be imposed as a result of the exercise or nonexercise of the powers granted under this Section. Section 8.24 Waiver of Court-Ordered Invasion of Principal Under no circumstances, however, shall trust principal be subject to any court-directed invasion pursuant to any provision of Pennsylvania law, or the laws of any other state. Article Nine My Trustee's Powers Section 9.01 Introduction to Trustee's Powers Except as otherwise specifically provided in this agreement, my Trustee may exercise, without prior approval from any court, all the powers conferred by this agreement and any other powers conferred by law, including, without limitation, those powers set forth under the common law or statutory law of Pennsylvania or any other jurisdiction whose 28 law applies to this trust. The powers set forth in Pennsylvania law related to fiduciary powers are specifically incorporated into this trust agreement. The powers conferred upon my Trustee by law, including those powers conferred by Pennsylvania law related to fiduciary powers, shall be subject to any express limitations or contrary directions contained in this agreement. My Trustee shall exercise these powers in the manner my Trustee determines to be in the best interests of the beneficiaries. My Trustee shall not exercise any of its powers in a manner that is inconsistent with the right of the beneficiaries to the beneficial enjoyment of the trust property in accordance with the general principles of the law of trusts. The Trustee of a trust may have duties and responsibilities in addition to those described in this agreement. I encourage my Trustee to obtain appropriate legal advice if my Trustee has any questions concerning its duties and responsibilities as Trustee. Section 9.02 Power to Appoint in Further Trust (Trust Decanting) Whenever assets may be distributed to or for the benefit of a beneficiary of any trust created under this agreement(the "old trust"), an Independent Trustee (the "trustee") may distribute the assets to a new trust that meets all of the following requirements: (i) the new trust must not reduce any fixed income, annuity, or unitrust right of any beneficiary of the old trust; (ii) the new trust must provide for one or more of the beneficiaries of the old trust; (iii) the new trust must not accelerate the interests of remainder beneficiaries of the old trust; (iv) the new trust must not benefit the trustee, the trustee's creditors, the trustee's estate, or the creditors of the trustee's estate; (v) the term of the new trust must not extend beyond the period of perpetuities provided under the governing law of the old trust; (vi) the new trust must not defeat a beneficiary's presently-exercisable right to withdraw property from the old trust; (vii) the new trust must not create or expand my rights as a beneficiary over what was provided in the old trust; and (viii) the new trust must qualify for each of the following if the old trust so qualifies: (a) the marital deduction; (b) the charitable deduction; (c) the gift tax or generation-skipping transfer tax annual exclusion for gifts to the trust; (d) exclusion from a person's estate; or (e) as a qualified subchapter S corporation shareholder. 29 Section 9.03 Execution of Documents by My Trustee My Trustee may execute and deliver any and all instruments in writing that my Trustee considers necessary to carry out any of the powers granted in this agreement. Section 9.04 Investment Powers in General My Trustee may invest in any type of investment that my Trustee determines is consistent with the investment goals of my trust, whether inside or outside the geographic borders of the United States of America and its possessions or territories, taking into account my trust's overall investment portfolio. Without limiting my Trustee's investment authority in any way, I request that my Trustee exercise reasonable care and skill in selecting and retaining trust investments. I also request that my Trustee take into account the following factors in choosing investments for my trust: The potential return from the investment, both in the form of income and appreciation; The potential income tax consequences of the investment; The investment's potential for volatility; and The role the investment will play in the trust's portfolio. I request that my Trustee, in arranging the investment portfolio of the trust, also consider the possible effects of inflation or deflation, changes in global and U.S. economic conditions,transaction expenses, and the trust's need for liquidity. My Trustee may delegate its discretion to manage trust investments to any registered investment adviser or corporate fiduciary. Section 9.05 Banking Powers My Trustee may establish bank accounts of any type in one or more banking institutions that my Trustee may choose. My Trustee may open accounts in the name of my Trustee (with or without disclosing fiduciary capacity) or in the name of the trust. When an account is in the name of the trust, checks on that account and authorized signatures need not disclose the fiduciary nature of the account or refer to any trust or Trustee. An account from which my Trustee makes frequent disbursements need not be an interest bearing account. My Trustee may authorize withdrawals from an account by check, draft or other instrument or in any other manner. Section 9.06 Business Powers My Trustee is authorized to serve as an officer, director, manager, or in any other capacity of any proprietorship, partnership,joint venture, corporation, or other enterprise in which the trust has an interest(whether or not such interest is total or controlling). My Trustee may receive compensation for services. My Trustee may contract with and otherwise deal with any such enterprise in the same manner as it would with any enterprise in which the trust has no interest, and may use any voting power my Trustee may have to implement its authority (whether as Trustee or as an officer, director, or other official of the enterprise). 30 With respect to any units in a limited liability company, limited partnership, or stock in a closely-held corporation ("closely-held company") that are contributed to the trust, the powers granted to my Trustee in this Article shall not disqualify my Trustee from acting personally and independently, and not in a fiduciary capacity, with respect to any closely held company, from holding office in the closely-held company, from accepting remuneration from the closely-held company, from voting any units or stock in favor of my Trustee as a director or officer of the closely-held company, or from purchasing or selling units or stock of the closely-held company. If any trust created under this agreement is funded with subchapter S stock, my Trustee may either elect to qualify the trust as a qualified subchapter S trust ("QSST") under Section 1361(d)(3) of the Internal Revenue Code or as an electing small business trust under Section 1361(e)(1) to administer the trust in accordance with the requirements of the corresponding Section. Section 9.07 Contract Powers My Trustee may sell at public or private sale, transfer, exchange for other property, and otherwise dispose of trust property for consideration and upon terms and conditions that my Trustee deems advisable. My Trustee may grant options of any duration for any such sales, exchanges, or transfers of trust property. My Trustee may enter into contracts, and may deliver deeds or other instruments, that my Trustee deems appropriate. Section 9.08 Common Investments For purposes of convenience with regard to the administration and investment of the trust property, my Trustee may invest part or all of the trust property jointly with trust property of other trusts for which my Trustee is also serving as a Trustee. For this purpose, a corporate fiduciary acting as my Trustee may use common funds for investment. When trust property is managed and invested in this manner, my Trustee shall maintain records that sufficiently identify that portion of the jointly invested assets that constitute the trust property of this trust. Section 9.09 Environmental Powers My Trustee shall have the right to inspect trust property to determine compliance with or to respond to any environmental law affecting the trust property. "Environmental law" shall mean any federal, state, or local law, rule, regulation, or ordinance relating to protection of the environment or of human health. My Trustee may refuse to accept property if my Trustee determines that the property is or may be contaminated by any hazardous substance or is or was used for any purpose involving hazardous substances that could create liability to the trust or to my Trustee. My Trustee may use and expend trust property to (i) conduct environmental assessments, audits or site monitoring; (ii) take remedial action to contain, clean up or remove any hazardous substance including a spill, discharge or contamination; (iii) institute, contest or settle legal proceedings brought by a private litigant or any local, state, or federal 31 agency concerned with environmental compliance; (iv) comply with any order issued by any court or by any local, state, or federal agency directing an assessment, abatement or clean-up of any hazardous substance; and (v) employ agents, consultants and legal counsel to assist my Trustee in these actions. My Trustee shall not be liable for any loss or reduction in value sustained by my trust as a result of my Trustee's retention of property on which hazardous materials or substances requiring remedial action are discovered unless my Trustee contributed to the resulting loss or reduction in value through willful misconduct or gross negligence. My Trustee shall not be liable to any beneficiary or to any other party for any decrease in the value of trust property as a result of my Trustee's compliance with any environmental law, including any reporting requirement. My Trustee may release, relinquish or disclaim any power held by my Trustee that my Trustee determines may cause my Trustee to incur individual liability under any environmental law. Section 9.10 Insurance Powers My Trustee may purchase, accept, hold, and deal with as owner, policies of insurance on my life, the life of any beneficiary, or on the life of any person in whom any beneficiary has an insurable interest. It is my intent that life insurance policies be considered proper investments of trust principal. , My Trustee may purchase disability, medical, liability, long-term health care and other insurance on behalf of and for the benefit of any beneficiary. My Trustee may purchase annuities and similar investments for any beneficiary. My Trustee shall have the power to execute or cancel any automatic premium loan agreement with respect to any policy, and shall have the power to elect or cancel any automatic premium loan provision in a life insurance policy. My Trustee may borrow money to pay premiums due on any policy, either by borrowing from the company issuing the policy or from another source. My Trustee may assign the policy as security for the loan. My Trustee shall have the power to exercise any option contained in a policy with regard to any dividend or share of surplus apportioned to the policy, to reduce the amount of a policy or convert or exchange the policy, or to surrender a policy at any time for its cash value. My Trustee may elect any paid-up insurance or extended term insurance nonforfeiture option contained in a policy. My Trustee shall have the power to sell any policy at its fair market value to anyone having an insurable interest in the policies including the insured. My Trustee shall have the right to exercise any other right, option, or benefit contained in a policy or permitted by the insurance company issuing the policy. Upon termination of the trust, my Trustee shall have the power to transfer and assign the policies held by the trust as a distribution of trust property. 32 The provisions of this Section shall supersede the principles of general trust law with respect to my Trustee's duties and obligations relating to any life insurance policies owned or acquired by my trust. Section 9.11 Borrowing Powers My Trustee may borrow money at interest rates and on other terms that my Trustee deems advisable from any person, institution, or other source, including, in the case of a corporate fiduciary, its own banking or commercial lending department. My Trustee may encumber trust property by mortgages, pledges, and other hypothecation, even though the term may extend beyond the termination of the trust or beyond the period that is required for an interest created under this agreement to vest in order to be valid under the rule against perpetuities. My Trustee may purchase, sell at public or private sale, trade, renew, modify, and extend mortgages. My Trustee may accept deeds in lieu of foreclosure. Section 9.12 Lending Powers My Trustee may make secured or unsecured loans to any person (other than a Supplemental Needs Person, but including any other beneficiary), entity, trust, or estate, for any term or payable on demand, with or without interest. My Trustee may enter into or modify the terms of any mortgage or security agreement granted in connection with any loan and may release or foreclose on the mortgage or security. Section 9.13 Nominee Powers My Trustee may hold real estate, securities and any other trust property in the name of a nominee or in any other form without disclosing the existence of any trust or fiduciary capacity. Section 9.14 Oil, Gas and Mineral Interests My Trustee may acquire, maintain, develop and exploit, either alone or jointly with others, any oil, gas, coal, minerals or other natural resource rights or interests. My Trustee may drill, test, explore, mine, develop, extract, remove, convert, manage, retain, store, sell and exchange any of such rights and interests on terms and for a price that my Trustee deems advisable. My Trustee may execute leases, pooling and unitization agreements and other types of agreements in connection with such oil, gas, coal, mineral and other natural resource rights and interests even though such arrangements may extend beyond the termination of the trust. My Trustee may execute division orders, transfer orders, releases, assignments, farm outs, and any other instruments that it deems proper. My Trustee may employ the services of consultants and outside specialists in connection with the evaluation, management, acquisition, disposition, and development of any mineral interest, and may pay the cost of the services from the principal and income of the trust property. 33 Section 9.15 Payment of Taxes and Expenses Except as otherwise provided in this agreement, my Trustee is authorized to pay all property taxes, assessments, fees, charges, and other expenses incurred in the administration or protection of the trust. All payments shall be a charge against the trust property and shall be paid by my Trustee out of the income, or to the extent that the income is insufficient, then out of the principal of the trust property. The determination of my Trustee with respect to the payment of expenses shall be conclusive upon the beneficiaries. Section 9.16 Purchase of Assets from and Loans to My Probate Estate Upon my death, my Trustee is authorized to purchase and retain in the form received, as an addition to the trust; any property that is a part of my probate or trust estate. In addition, my Trustee may make loans, with or without security, to my probate or trust estate. My Trustee shall not be liable for any loss suffered by the trust as a result of the exercise of the powers granted in this Section. Notwithstanding anything in this agreement to the contrary, my Trustee shall not have the power to use any trust property for the benefit of my estate if doing so would cause such assets to be deemed available resources for Medicaid eligibility or Medicaid estate recovery purposes. Further, notwithstanding anything in this agreement to the contrary, my Trustee shall not have the power to use any trust property for the benefit of my estate as defined in Section 20.2042-1(b) of the Treasury Regulations, unless such property is included in my gross estate for federal estate tax purposes. Section 9.17 Qualified Tuition Programs My Trustee may purchase tuition credits or certificates or make contributions to an account in one or more qualified tuition programs as defined under Section 529 of the Internal Revenue Code on behalf of a beneficiary for the purpose of meeting the qualified higher education expenses of the beneficiary. With respect to an interest in any qualified tuition program, my Trustee is authorized to act as contributor (or similar designation given to the person who maintains control of an interest in the qualified tuition program) and take any and all actions to administer the interest, including, without limitation, the following: To designate and change the designated beneficiary of the interest in the qualified tuition program; To request withdrawals, both qualified and nonqualified; To select among investment options and to reallocate funds in the interest in the qualified tuition program among different investment options; To make rollovers to another qualified tuition program; and To determine the allocation of any tax benefits or penalties to the beneficiaries of the trust. 34 Notwithstanding anything in this paragraph to the contrary, the designated beneficiary at all times must be a beneficiary of the trust from which the funds were distributed to establish the interest in the qualified tuition program. My Trustee's investment in a qualified tuition program shall not be considered a delegation of investment responsibility under any applicable statute or other law. Section 9.18 Real Estate Powers My Trustee may sell at public or private sale, convey, purchase, exchange, lease for any period, mortgage, manage, alter, improve and in general deal in and with real property in such manner and on such terms and conditions as my Trustee deems appropriate. My Trustee may grant or release easements in or over, subdivide, partition, develop, raze improvements, and abandon, any real property. My Trustee may manage real estate in any manner that my Trustee deems best and shall have all other real estate powers necessary for this purpose. My Trustee may enter into contracts to sell real estate. My Trustee may enter into leases and grant options to lease trust property even though the term of the agreement extends beyond the termination of any trusts established under this agreement and beyond the period that is required for an interest created under this agreement to vest in order to be valid under the rule against perpetuities. For such purposes, my Trustee may enter into any contracts, covenants and warranty agreements that my Trustee deems appropriate. Section 9.19 Residences and Tangible Personal Property My Trustee may acquire, maintain and invest in any residence for the use and benefit of the beneficiaries, whether or not the residence is income producing and without regard to the proportion that the value of the residence may bear to the total value of the trust property and even if retaining the residence involves financial risks that trustees would not ordinarily incur. My Trustee may pay or make arrangements for others to pay all carrying costs of the residence, including, but not limited to, taxes, assessments, insurance, expenses of maintaining the residence in suitable repair, and other expenses relating to the operation of the residence for the benefit of the beneficiaries. My Trustee may acquire, maintain and invest in articles of tangible personal property, whether or not the property is income producing, and may pay the expenses of the repair and maintenance of the property. My Trustee shall have no duty to convert the property referred to in this Section to productive property except as required by other provisions of this agreement. Other than my Principal Residence, my Trustee may permit any Lifetime Beneficiary to occupy any real property or use any personal property owned by the trust on terms or arrangements that my Trustee may determine, including rent free or in consideration for the payment of taxes, insurance,maintenance,repairs, or other charges. My Trustee shall have no liability for any depreciation or loss as a result of the retention of any property retained or acquired under the authority of this Section. 35 Section 9.20 Retention and Abandonment of Trust Property My Trustee may retain, without liability for depreciation or loss resulting from retention, any property constituting the trust at the time of its creation, at the time of my death or as the result of the exercise of a stock option. My Trustee may retain property, notwithstanding the fact that the property may not be of the character prescribed by law for the investment of assets held by a fiduciary, and notwithstanding the fact that retention may result in inadequate diversification under any applicable Prudent Investor Act or other applicable law. My Trustee may hold property that is non-income producing or is otherwise nonproductive if holding the property is, in the sole and absolute discretion of my Trustee, in the best interests of the beneficiaries. On the other hand, my Trustee shall invest contributions of cash and cash equivalents as soon as reasonably practical after the assets have been acquired by the trust. My Trustee is permitted to retain a reasonable amount in cash or money market accounts in order to pay anticipated expenses and other costs and to provide for anticipated distributions to or for the benefit of a beneficiary. My Trustee may abandon any trust property that my Trustee deems to be of insignificant value. Section 9.21 Securities, Brokerage and Margin Powers My Trustee may buy, sell, trade and otherwise deal in stocks, bonds, investment companies, mutual funds, common trust funds, commodities, options and other securities of any kind and in any amount, including short sales. My Trustee may write and purchase call or put options, and other derivative securities. My Trustee may maintain margin accounts with brokerage firms and may pledge securities to secure loans and advances made to my Trustee or to or for the benefit of a beneficiary. My Trustee may place all or any part of the securities held by the trust in the custody of a bank or trust company. My Trustee may have all securities registered in the name of the bank or trust company or in the name of its nominee. My Trustee may appoint the bank or trust company as the agent or attorney in fact to collect, receive, receipt for and disburse any income and generally to perform the duties and services incident to a custodian of accounts. My Trustee may employ a broker-dealer as a custodian for securities held by the trust and may register the securities in the name of the broker-dealer or in the name of a nominee with or without the addition of words indicating that the securities are held in a fiduciary capacity. My Trustee may hold securities in bearer or uncertificated form and may use a central depository, clearing agency or book-entry system, such as The Depository Trust Company, Euroclear or the Federal Reserve Bank of New York. My Trustee may participate in any reorganization, recapitalization, merger or similar transaction. My Trustee may exercise or sell conversion or subscription rights for securities of all kinds and description. My Trustee may give proxies or powers of attorney that may be discretionary and with or without powers of substitution. My Trustee may vote or refrain from voting as "to any matter. 36 Section 9.22 Settlement Powers My Trustee may settle, by compromise, adjustment, arbitration or otherwise any and all claims and demands in favor of or against the trust. My Trustee may release or abandon any claim in favor of the trust. Section 9.23 Limitation on My Trustee's Powers All powers granted to my Trustee under this agreement or by applicable law shall be limited as set forth in this Section, unless explicitly excepted by reference to this Section. (a) An Interested Trustee Limited to Ascertainable Standards An Interested Trustee may not exercise or participate in the exercise of discretion with respect to the distribution of income or principal, or the termination of the trust to or for the benefit of a beneficiary, to the extent that the exercise of such discretion is other than for the health, education, maintenance or support of a beneficiary as described under Sections 2041 and 2514 of the Internal Revenue Code. (b) No Distributions in Discharge of Certain Legal Obligations My Trustee may not exercise or participate in the exercise of discretion with respect to the distribution of income or principal that would in any manner discharge a legal obligation of my Trustee, including the obligation of support. If a beneficiary or any other person has the power to remove a Trustee, that Trustee may not exercise or participate in the exercise of discretion with respect to the distribution of income or principal that would in any manner discharge a legal obligation of the person having the power to remove my Trustee, including that person's obligation of support. (c) Purchase of Real Estate If my Trustee uses funds of the Nongrantor Trust to purchase a Principal Residence for my use, then such real property must be held in the Residence Trust and may not be held in the Nongrantor Trust. (d) Insurance Policy on the Life of My Trustee If the trust holds a policy that insures the life of my Trustee, my Trustee shall have no right to exercise any powers or rights with respect to the policy. A Cotrustee serving under this agreement shall exercise the powers and rights with respect to the policy. If the insured Trustee is the only Trustee, then an Independent Special Trustee designated under Section 2.09 shall exercise the powers and rights with respect to the policy. If any rule of law or court decision construes the ability of the insured Trustee to name an Independent Special Trustee as an incident of 37 ownership of the policy, then a majority of the then current mandatory and discretionary income beneficiaries (excluding the insured Trustee if he or she is a beneficiary) shall select the Independent Special Trustee. (e) Insurance Policy on a Beneficiary's Life If the trust holds a policy that insures the life of a beneficiary, the beneficiary (acting individually or as Trustee) shall have no power over the policy, the cash value of the policy, or the proceeds of the policy. The intent of this denial of power is to prevent an insured beneficiary from having a power that would constitute an incident of ownership of the policy. The limitations of this subsection shall not apply if the proceeds of the policy would, upon the death of the beneficiary, otherwise be included in the gross estate of the beneficiary for federal estate tax purposes. Article Ten General Provisions Section 10.01 Maximum Term for Trusts Pursuant to Pennsylvania law, the rule against perpetuities does not apply to any trust created under this agreement. However, if for any reason the rule against perpetuities does apply, then this Section controls the maximum term for trusts. Notwithstanding any other provision of this agreement to the contrary (except for the preceding paragraph), unless terminated earlier under other provisions of this agreement, each trust created under this agreement shall terminate 21 years after the last to die of the descendants of my maternal and paternal grandparents,who are alive at the relevant time. At that time, the remaining trust property shall vest in and be distributed to the persons then entitled to receive mandatory distributions of net income of the trust and in the same proportions to which they are entitled to receive the net income. If no beneficiary is entitled to receive mandatory distributions of net income, then the remaining trust property shall vest in and be distributed to the beneficiaries then entitled to receive discretionary distributions of net income of the trust, in equal shares. Section 10.02 Spendthrift Provision Neither the income nor the principal of any trust created under this agreement may be assigned, anticipated, encumbered, alienated, or otherwise voluntarily transferred in any manner by any beneficiary. In addition, neither the income nor the principal of any trust created under this agreement is subject to attachment, bankruptcy proceedings or any other legal process, to the interference or control of creditors or others, or otherwise subject to any involuntary transfer. This section does not restrict a beneficiary's right to disclaim any interest or the exercise of any power of appointment granted in this agreement. In addition, this Section does not 38 limit the ability of an Independent Trustee to appoint property in further trust for any beneficiary as provided in Section 9.02, entitled "Power to Appoint in Further Trust (Trust Decanting)." Section 10.03 Contest Provision If, after receiving a copy of this Section, any person, in any manner, directly or indirectly, attempts to contest or oppose the validity of this agreement, (including any amendment to this agreement), or commences, continues, or prosecutes any legal proceeding to set this agreement aside, then such person shall forfeit his or her share, cease to have any right or interest in the property, and shall, for purposes of this agreement be deemed to have predeceased me. Section 10.04 Changing the Governing Law and Situs of Administration My Trust Protector may, at any time, change the governing law of the trust, remove all or any part of the property or the situs of administration of the trust from one jurisdiction to another, or both. My Trust Protector may elect, by filing an instrument with the trust records, that the trust will thereafter be construed, regulated and governed as to administration by the laws of the new jurisdiction. My Trust Protector may take action under this Section for any purpose my Trust Protector deems appropriate, including the minimization of any taxes in respect of the trust or any beneficiary of such trust, and may do so with or without providing notice to any beneficiary. If necessary, or if deemed advisable by my Trust Protector, my Trust Protector will appoint an Independent Trustee to serve as trustee in the new situs. If necessary, and if my Trust Protector does not appoint an Independent Trustee within 30 days of my Trust Protector's action to change the governing law or situs of the trust, the _ beneficiaries entitled to receive distributions of net income under the trust may, by majority consent, appoint a corporate fiduciary in the new situs. If a beneficiary is a minor or is incapacitated, the parent or legal representative of the beneficiary may act on behalf of the beneficiary. Section 10.05 Definitions For purposes of this agreement,the following terms have the following meanings: (a) Adopted and Afterborn Persons A legally adopted person in any generation and his or her descendants, including adopted descendants, has the same rights and shall be treated in the same manner under this agreement as natural children of the adopting parent, provided such person is legally adopted prior to attaining the age of 18 years. A person is deemed to be legally adopted if the adoption was legal in the jurisdiction in which it occurred at the time that it occurred. A fetus in utero that is later born alive shall be considered a person in being during the period of gestation. 39 (b) Agreement The term "this agreement" means this trust agreement and includes all trusts created under the terms of this trust agreement. (c) Available GST Exemption An individual's "Available GST Exemption" means the GST exemption provided in Section 2631 of the Internal Revenue Code in effect at the time reduced by the aggregate of: (i) the amount, if any, of GST exemption allocated to lifetime transfers; and (ii) the amount, if any, of allocations of GST exemption made or deemed made to transfers other than allocations to transfers under this agreement. If, at the time, the individual has made a gift with an inclusion ratio of greater than zero but has not filed a gift tax return and the due date for the gift tax return has not yet passed, that individual's GST exemption is deemed to have been allocated to this gift to the extent necessary and possible to exempt the gift from generation-skipping transfer tax. (d) Descendants The term "descendants" means the lineal descendants of all generations of the identified person. (e) Distribution Trustee The term "my Distribution Trustee" or "Distribution Trustee" refers to a person or a corporate fiduciary who is qualified to serve as an Independent Trustee and is appointed as Distribution Trustee in one or more trusts under this agreement. A Distribution Trustee's authority is limited to participating in discretionary distributions specifically assigned to the Distribution Trustee, and has no other powers or responsibilities. (fl Education The term "education" is intended to be an ascertainable standard in accordance with Section 2041 and Section 2514 of the Internal Revenue Code and includes,but is not limited to: (i) enrollment at private elementary, junior and senior high school including boarding school; (ii) undergraduate and graduate study in any field at a college or university; (iii) specialized, vocational or professional training or instruction at any institution, including private instruction; and (iv) any other curriculum or activity that my Trustee may deem useful for developing the abilities and interests of a beneficiary 40 including, without limitation, athletic training, musical instruction, theatrical training,the arts and travel. The term "education" also includes distributions made by my Trustee for expenses such as tuition, room and board, fees, books and supplies, tutoring,transportation, and a reasonable allowance for living expenses. (g) Grantor The term "Grantor" has the same legal meaning as "Settlor," "Trustor," "Trustmaker,"or any other term referring to the maker of a trust. (h) Incapacity Except as otherwise provided in this agreement, a person is deemed incapacitated in any one of the following circumstances. (1) The Opinion of a Licensed Physician An individual is deemed incapacitated whenever, in the opinion of a licensed physician, the individual is unable to effectively manage his or her property or financial affairs, whether as a result of age, illness, use of prescription medications, drugs or other substances, or any other cause. An individual is deemed restored to capacity whenever the individual's personal or attending physician provides a written opinion that the individual is able to effectively manage his or her property and financial affairs. (2) Court Determination An individual is deemed incapacitated if a court of competent jurisdiction has declared the individual to be disabled, incompetent or legally incapacitated. (3) Disappearance, Absence, or Detention An individual is deemed incapacitated whenever, in my Trustee's sole and absolute discretion, he or she cannot effectively manage his or her property or financial affairs due to disappearance, absence, or detention (including incarceration). A person's disappearance, absence, or detention (including incarceration), may be established by an affidavit of my Trustee describing the relevant circumstances. A third parry dealing in good faith with my Trustee may rely on the affidavit as conclusive evidence of incapacity. (i) Income Beneficiary The term "income beneficiary" means any beneficiary who is then entitled to receive distributions of the net income of the trust, whether mandatory or discretionary. 41 Q) Independent Trustee The term "Independent Trustee" means a Trustee who is not an Interested Trustee as defined in subsection (k) and includes an Independent Special Trustee appointed under the provisions of Section 2.09. Whenever a power is granted exclusively to an Independent Trustee or the phrase "other than an Interested Trustee" is used (or similar prohibitive language), then the power or discretion may be exercised only by an Independent Trustee. (k) Interested Trustee The term "Interested Trustee" means a Trustee who (1) is a transferor or beneficiary; (2) is related or subordinate to a transferor or beneficiary; (3) can be removed and replaced by a transferor with either the transferor or a party who is related or subordinate to the transferor; or (4) can be removed and replaced by a beneficiary with either the beneficiary or a parry who is related or subordinate to the beneficiary. For purposes of this subsection, (1) "transferor" means a person who transferred property to the trust, including a person whose disclaimer resulted in property passing to the trust; (2) "beneficiary" means a person who is or in the future may be eligible to receive income or principal from the trust pursuant to the terms of the trust, even if such person has only a remote contingent remainder interest in the trust, but not if the person's only interest is as a potential appointee under a power of appointment; and (3) "related or subordinate" means related or subordinate within the meaning of Section 672(c) of the Internal Revenue Code. (1) Internal Revenue Code and Treasury Regulations References to the "Internal Revenue Code" or to its provisions are to the Internal Revenue Code of 1986, as amended from time to time, and the corresponding Treasury Regulations, if any. References to the "Treasury Regulations" are to the Treasury Regulations under the Internal Revenue Code in effect from time to time. If a particular provision of the Internal Revenue Code is renumbered, or the Internal Revenue Code is superseded by a subsequent federal tax law, any reference is deemed to be made to the renumbered provision or to the corresponding provision of the subsequent law, unless to do so would clearly be contrary to my intent as expressed in this agreement. The same rule applies to references to the Treasury Regulations. (m) Lifetime Beneficiary or Lifetime Beneficiaries The term "Lifetime Beneficiary" or"Lifetime Beneficiaries" means one or more of those beneficiaries that are identified as such in Section 1.07. (n) Per Stirpes Whenever a distribution is to be made to a person's descendants "per stirpes," the distribution will be divided into as many equal shares as there 42 are then-living children of the person and deceased children of the person who left then-living descendants. Each then-living child will receive one share and the share of each deceased child will be divided among such child's descendants in the same manner. (o) Primary Beneficiary The primary beneficiary of a trust created under this agreement is the oldest income beneficiary of that trust unless some other individual is specifically designated as the primary beneficiary of that separate trust. (p) Principal Residence Other than real property identified by the Trustee as not being my Principal Residence, the term "Principal Residence" means the real property (including condominiums or the shares of a cooperative apartment)held by this trust that meets any of the following criteria: (i) it is my principal residence for purposes of Section 121 of the Internal Revenue Code, as further clarified by Section 1.121-1(b) of the Treasury Regulations, or any successor code or regulation; (ii) it is my principal residence for Department of Veterans Affairs pension benefits purposes; or (iii) it is the real property identified by the Trustee as my Principal Residence. There can only be one Principal Residence. If the trust holds more than one parcel of real property that qualifies as a Principal Residence under (i), (ii), or (iii), then the Principal Residence is the parcel identified by the Trustee as the Principal Residence. _(q) Shall and May Unless otherwise specifically provided in this agreement or by the context in which used, I use the word"shall" in this agreement to command, direct or require, and the word "may" to allow or permit, but not require. In the context of my Trustee, when I use the word "may" I intend that my Trustee may act in my Trustee's sole and absolute discretion unless otherwise stated in this agreement. (r) Supplemental Needs Person The term "Supplemental Needs Person"means a person who: (i) is disabled; or (ii) is receiving, or is eligible to receive, assistance or other benefits under a means-based government program (such as Medicaid or Supplemental Security Income). As used above, the term "disabled" means disabled as defined in United States Code Title 42, Section 1382c(a)(3), or under Pennsylvania law related to means-based government programs. 43 As used above, the term "assistance" means assistance or medical assistance as defined in United States Code Title 42, Section 1396d(a), or under Pennsylvania law related to means-based government programs. (s) Trust The terms "trust," "my trust," "this trust," "this agreement," and similar terms refer to this agreement and all trusts created under the terms of this agreement. (t) Trustee The terms "Trustee" and "my Trustee" refer to the Trustees named in Article One, entitled "Establishing My Trust," and to any successor, substitute, replacement, or additional person, corporation or other entity that is from time to time acting as the Trustee of any trust created under the terms of this agreement. The term "Trustee" refers to singular or plural as the context may require. (u) Trust Estate and Trust Property The terms "trust estate" and "trust property" mean all property (income and principal) held by my Trustee under this agreement, including all property that my Trustee may acquire from any source. Section 10.06 General Provisions and Rules of Construction The following general provisions and rules of construction apply to this agreement: (a) Duplicate Originals I may have executed any number of counterparts of this agreement, each of which is deemed to be an original. Any person may rely upon a copy of this agreement certified under oath by my Trustee to be a true copy, to the same effect as if it were an original. (b) Singular and Plural; Gender Unless the context requires otherwise, words denoting the singular may be construed as plural and words of the plural may be construed as denoting the singular. Words of one gender may be construed as denoting another gender as is appropriate within the context. (c) Headings of Articles, Sections, and Subsections The headings of Articles, Sections, and subsections used within this agreement are included solely for the convenience and reference of the reader. They have no significance in the interpretation or construction of this agreement. (d) Governing Law Unless the Situs of Administration is changed as provided in Section 10.04, Pennsylvania law governs the validity and construction of this agreement. 44 (e) Notices Unless otherwise stated, whenever this agreement calls for notice, the notice must be in writing and personally delivered with proof of delivery, or mailed postage prepaid by certified mail, return receipt requested, to the last known address of the party requiring notice. Notice is effective on the date personally delivered or on the date of the return receipt. If a party giving notice does not receive the return receipt but has proof that he or she mailed the notice, notice shall be effective on the date it would normally have been received via certified mail. If notice is required to be given to a minor or incapacitated individual, notice must be given to the parent or legal representative of the minor or incapacitated individual. (f) Severability The invalidity or unenforceability of any provision of this agreement shall not affect the validity or enforceability of any other provision of this agreement. Grantor and Trustee I hereby execute this agreement on November 9,2012. I certify that I have read this agreement, that I understand it, and that it correctly states the provisions under which the trust property is to be administered and distributed by my Trustee. John . Keller, Grantor Patricia A. Giusti, Trustee COMMONWEALTH OF PENNSYLVANIA ) ) SS.. COUNTY CUMBERLAND ) On this day, November 9, 2012, before me personally appeared John W. Keller and Patricia A. Giusti, personally known to me (or proved to me on the basis of satisfactory evidence) to be the individuals whose names are subscribed to the foregoing instrument, and acknowledged that they executed the same as their voluntary act and deed for the purposes therein contained. Witness my hand and official seal. [Seal] Notary Public NOTARIAL SEAL MARCIA M NESBIT 4$ Notary Public UPPER ALLEN TWP.,CUMBERLAND COUNTY My Commission Expires Jun 4,2014 Schedule A 1. Ten Dollars Cash 2. The Keller Family Irrevocable Trust dated February 15, 1993 has now merged into this Trust per Article V. 5.01(10) of The Keller Family Irrevocable Trust, which states the Trustees shall have the power"to merge this trust with any other trust created in my will or otherwise, with similar provisions and purposes and the same beneficiary or beneficiaries, but only to the extent that the merger of the trusts will not cause the imposition of gift tax or generation skipping tax, federal or otherwise. The Gift Tax exemption is currently $5,120,000;thus, no gift tax will be incurred because of this merger. Therefore, any trust property owned by the Keller Family Irrevocable Trust will follow the terms of this John Keller Irrevocable Trust dated November 9, 2012 and is effectively owned by this Trust. A- 1 COMMONWEALTH OF PENNSYLVANIA REV-1162 EX0 1-96) DEPARTMENT OF REVENUE BUREAU OF INDIVIDUAL TAXES DEPT.280601 HARRISBURG,PA 17128-0601 - PENNSYLVANIA RECEIVED FROM: INHERITANCE AND ESTATE TAX OFFICIAL RECEIPT N0. CD 018159 GIUSTI PATRICIA A 6200 WESTOVER DRIVE MECHANICSBURG, PA 17050-2340 ACN ASSESSMENT AMOUNT CONTROL NUMBER ________ fold __________ 101 $18,000.00 ESTATE INFORMATION: SSN: FILE NUMBER: 2113-0903 DECEDENT NAME: KELLER JOHN W DATE OF PAYMENT: 09/19/2013 POSTMARK DATE: 09/18/2013 COUNTY: CUMBERLAND DATE OF DEATH: 06/27/2013 TOTAL AMOUNT PAID: $18,000.00 REMARKS: CHECK# 117 INITIALS: CJ SEAL RECEIVED BY: GLENDA FARNER STRASBAUGH REGISTER OF WILLS TAXPAYER