HomeMy WebLinkAbout09-10-14 PETITION FOR GRANT OF LETTERS
REGISTER OF WILLS OF CUMBERLAND COUNTY, PENNSYLVANIA
Petitioner(s)named below,who is/are 18 years of age or older,apply(ies)for Letters as specified below,and in support thereof aver(s)the
following and respectfully request(s)the grant of Letters in the appropriate form:
Pamela F.VanKirk and Patricia F.Taylor
Decedent's Information
Name: J.Harold Widder File No: 21-14 _ uLEl`-''1
a/k/a: John Harold Widder alk/a John H.Widder alkla J.H.Widder (Assigned by Register)
a/k/a:
a/k/a: Social Security No:
Date of Death: 07131/2014 Age at Death: 98
Decedent was domiciled at death in Cumberland County, PA (state)with his/her last
principal residence at 801 North Hanover Street,Carlisle 17013 Upper Allen Cumberland
Street adtlress,Post Office and Zip Code City,Township or Borough County
Decedent died at Church of God Home Carlisle Cumberland PA
Street address,Post Office and Zip Code City,Township or Borough County State
Estimate of value of decedent's property at death:
If domiciled in Pennsylvania...................... All personal property $ 290,000.00
If not domiciled in Pennsylvania................ Personal property in Pennsylvania $
If not domiciled in Pennsylvania................ Personal property in County $
Value of real estate in Pennsylvania................................................................... $
TOTAL ESTIMATED VALUE $ 290,000.00
Real estate in Pennsylvania situated at
(Attach additional sheets,ifnecessary)
Street address,Post Office and Zip Code City,Township or Borough County
®A. Petition for Probate and Grant of Letters Testamentary
Petitioner(s)aver(s)that he/she/they is/are the Executors)named in the Last Will of the Decedent,dated .10/02/2013 and Codicil(s)
thereto dated
State relevant circumstances(e g,renunciation,death ofexeMOr,etc)
Except as follows:after the execution of the instruments)offered for probate,Decedent did not marry,was not divorced,was not a party to a pending
divorce proceeding wherein the grounds for divorce had been established as defined in 23 Pa.C.S.§3323(g),and did not have a child born or
adopted;and Decedent was neither the victim of a killing nor ever adjudicated an incapacitated person.
®NO EXCEPTIONS Q EXCEPTIONS
❑ B. Petition for Grant of Letters of Administration (If applicable)
c.t.a.,d.ti d.b.n.c.t.a.,pedente lite,durante absentia.durante minoritate
If Administration,c.ta or d.b.n.c.li enter date of Will in Section A above and complete list of heirs.
Except as follows:Decedent was not a party to pending divorce proceeding wherein the grounds for divorce had been established as defined
in 23 Pa.C.S. §3323(g)and was neither the victim of a killing nor ever adjudicated an incapacitated person.
❑NO EXCEPTIONS ❑ EXCEPTIONS
Petitioner(s),after a proper search has/have ascertained that Decedent left no Will and was survived by the following spouse(if any)and heirs(attach
additional sheets,ifnecessary):
y
n
s �
Name Relationship Address
n ° 3 -n
ru r m
o cn o
ca "q
Farm RW-02 rev.10-11-2011 Copyright(c)2011 form software only The Lackner Group,Inc. Page 1 of 2 '
Oath of Personal Representative I RECORDS OF Official Use Only
COMMONWEALTH OF PENNSYLVANIA } REGISTER OF !°,ILLS
} SS:
COUNTY OF Cumberland } Z014 SEP 1C rp 2 no
Petitioner(s)Printed Name Petitioner(s)Printed Address
Pamela F.Varl 412 Darla Street t:h U)'
Mechanicsburg, PA 100P11ANS' rr URT 97-537A
7171
Patricia F.Taylor 715 Alberta Avenue ��`A`�" "' '° r '�
Mechanicsburg,PA 17050
71717324379
The Petitioner(s)above-named swear(s)or affirm(s)the statements in the foregoing Petition are true and correct to the best of the knowledge and
belief of Petitioner(s)and that,as Personal Representative(s)of t�h.e�p/ecedent, Petitiiooneerr(sLNill well a�nq truly administer the estate according to law.
Sworn too affirmed an subscribed before N 4-H deL ' �• v"nom""'�'' Date o 20 [f
me this day of Date 0 a
By: Date
Fort eRegister Date
BOND Required? YES ❑X NO To the Register of Wills:
FEES: Please enter my appearance by my signature below:
Letters.......................................... $ /O Aft ey Sign Lure:
( )Short Certificate(s).........
( )Renunciation(s).............. '
( )Codicil(s)........................
( )Affidavit(s)...................... Printed Name: AL M.Moya
Bond............................................. Supreme Court
Commission.................................. ID Number: 91402
Other
Firm Name: L.O.of Susan E.Lederer
(5 Address: 5011 Locust Lane
I5
Harrisburg,PA 17109
Phone: 717/652-7323
Automation Fee.....................
JCS Fee....................................... 5J_'SL'5 Fax:
TOTAL......................................... $ E-mail: Amy @Ledererlaw.com
DECREE OF THE REGISTER
Date of Death: 07131/2014
Social Security No:
Estate of J.Harold Widder File No: 21.14 - n
a/k/a: John Harold Widder ``\� � ff
AND NOW, SP�?I�k.t r Iy 2Ql—t ,in consideration of the foregoing Petition,
satisfactory proof having been presented before me, IT IS DECREED that Letters Testamentary
are hereby granted to Pamela F.VanKirk and Patricia F.Taylor
in the above estate and(if applicable)that the instrument(s)dated 1010212013
described in the Petition be admitted to probate and fled of record as he last Will(and Codicil(s))of Decedent.
Register of Wills (,y
Copyright(c)2011 form software only The La ner Group,I Page 2 of 2
Last Will and Testament
of
J. Harold Widder
1, J. Harold Widder, a resident of Carlisle, Cumberland County, Pennsylvania,
revoke any prior wills and codicils made by me and declare this to be my Last Will and
Testament.
Article One C"> s m m
Family Information 6 o
R fi = n -U C/) :U
I have no children. o o
I have provided for the following individuals in my Will:
c> c M - TF
Name Relatioh h p ro r= rn
James Harney nephew +-' U' C>
0
John Harney nephew
Richard Harney nephew
Greggory Proudfoot nephew
Pamela F. VanKirk niece
Patricia F. Taylor niece
Milford Thumma nephew
Tom Thumma nephew
Betty Thumma niece
John Thumma nephew
Article Two
Exercise of Power of Appointment
In Article III, Section B of the J. Harold Widder and Thelma 1. Widder Marital Trust, I
was granted a testamentary power of appointment. I hereby exercise that power of
appointment and appoint the property subject to the power to the residuary beneficiaries
under my will, in accordance with the provisions of Articles Four, Five and Six
hereunder.
Page I
Article Three
My Residuary Estate
Section 3.01 Definition of My Residuary Estate
All the remainder of my estate will be referred to in my Will as my"residuary estate."
Section 3.02 Disposition of My Residuary Estate
My residuary estate will be administered as provided in Article Four entitled "Division
into Charitable and Non-Charitable Shares."
Article Four
Division into Charitable and Non-Charitable Shares
My Executor shall divide my residuary estate into the Charitable Share and the Non-
Charitable Share as provided in this Article.
Section 4.01 Creation of the Charitable Share
My Executor shall allocate 40% of my residuary estate to the Charitable Share. The
Charitable Share must carry with it a pro rata share of the income.
My Executor has complete authority and discretion to satisfy distributions to the
Charitable Share and Non-Charitable Share in cash or in kind, or partly in cash and partly
in kind, or in undivided interests in property. My Executor shall administer the
Charitable Share as provided in Article Five entitled "Distribution of the Charitable
Share."
Section 4.02 Creation of the Non-Charitable Share
My Executor shall allocate the balance of my residuary estate to the Non-Charitable
Share. The Non-Charitable Share shall be administered as provided in Article Six
entitled Distribution of the Non-Charitable Share."
Article Five
Distribution of the Charitable Share
My Executor shall administer and distribute the Charitable Share under the terms of this
Article.
Section 5.01 Division of the Charitable Share
My Executor shall divide the Charitable Share into the following shares:
Page 2
y }. W
Beneficiary Share
Church of God Home 20%
801 N. Hanover Street, Carlisle,PA 17013
Doubling Gap Center 15%
1550 Doubling Gap Road,Newville,PA 17241
First Church of God 5%
28 East Main Street, Mechanicsburg, PA 17055
Section 5.02 Distribution to Church of God Home
My Executor shall distribute Church of God Home's share outright, and free of trust, to
Church of God Home or its successor in interest, to be used exclusively for its general
charitable purposes.
If Church of God Home is not in existence at the time of distribution and there is no
successor in interest or its successors in interest cannot be identified with reasonable
certainty, then my Executor shall designate one or more charitable organizations having
the same or similar charitable purposes as Church of God Home to receive Church of
God Home's share. Each charitable organization must be a charity of a type described in
Section 2055(a) of the Internal Revenue Code. My Executor shall determine the
amounts, shares and interests of the distributions.
Section 5.03 Distribution to Doubling Gap Center
My Executor shall distribute Doubling Gap Center's share outright, and free of trust, to
Doubling Gap Center or its successor in interest, to be used exclusively for its general
charitable purposes.
If Doubling Gap Center is not in existence at the time of distribution and there is no
successor in interest or its successors in interest cannot be identified with reasonable
certainty, then my Executor shall designate one or more charitable organizations having
the same or similar charitable purposes as Doubling Gap Center to receive Doubling Gap
Center's share. Each charitable organization must be a charity of a type described in
Section 2055(a) of the Internal Revenue Code. My Executor shall determine the
amounts, shares and interests of the distributions.
Section 5.04 Distribution to First Church of God
My Executor shall distribute First Church of God's share outright, and free of trust, to
First Church of God or its successor in interest, to be used exclusively for its general
charitable purposes.
If First Church of God is not in existence at the time of distribution and there is no
successor in interest or its successors in interest cannot be identified with reasonable
certainty, then my Executor shall designate one or more charitable organizations having
the same or similar charitable purposes as First Church of God to receive First Church of
God's share. Each charitable organization must be a charity of a type described in
Section 2055(a) of the Internal Revenue Code. My Executor shall determine the
amounts, shares and interests of the distributions.
Page 3
Article Six
Distribution of the Non-Charitable Share
The Non-Charitable Share will be administered under the terms of this Article.
Section 6.01 Division of Remaining Trust Property
My Executor shall divide the Non-Charitable Share into shares as follows:
Name Relationship Share
James Harney nephew 6%
Richard Harney nephew 6%
John Harney nephew 6%
Greggory Proudfoot nephew 6%
Pamela F. VanKirk niece 6%
Patricia F. Taylor niece 6%
Milford Thurman nephew 6%
Tom Thumma nephew 6%
John Thumma nephew 6%
Betty Thumma niece 6%
Each beneficiary's share will be administered as provided in the Sections that follow.
Section 6,02 Distribution of the Share for James Harney
The share set aside for James Harney is to be distributed to him outright.
If James Harney is deceased, James Harney's share shall be distributed to his living
descendants, per stirpes. If James Harney has no living descendants, his share is to be
distributed pro rata to his surviving siblings. If there are no surviving siblings, his share
will be administered as provided in Article Seven entitled "Remote Contingent
Distribution."
Section 6.03 Distribution of the Share for Richard Harney
The share set aside for Richard Harney is to be distributed to him outright.
If Richard Harney is deceased, Richard Harney's share shall be distributed to his living
descendants,per stirpes. If Richard Harney has no living descendants, his share is to be
distributed pro rata to his surviving siblings. If there are no surviving siblings, his share
will be administered as provided in Article Seven entitled "Remote Contingent
Distribution."
Page 4
r S r ■ '
Section 6.04 Distribution of the Share for John Harney
The share set aside for John Harney is to be distributed to him outright.
If John hamey is deceased, John Harney's share shall be distributed to his living
descendants, per stirpes. If John Harney has no living descendants, his share is to be
distributed pro rata to his surviving siblings. If there are no surviving siblings, his share
will be administered as provided in Article Seven entitled "Remote Contingent
Distribution."
Section 6.05 Distribution of the Share for Greggory Proudfoot
The share set aside for Greggory Proudfoot is to be distributed to him outright.
If Greggory Proudfoot is deceased, Greggory Proudfoot's share shall be distributed to his
living descendants, per stirpes. If Greggory Proudfoot has no living descendants, his
share is to be distributed pro rata to his surviving siblings. If there are no surviving
siblings, his share will be administered as provided in Article Seven entitled "Remote
Contingent Distribution."
Section 6.06 Distribution of the Share for Pamela F. VanKirk
The share set aside for Pamela F. VanKirk is to be distributed to her outright.
If Pamela F. VanKirk is deceased, Pamela F. VanKirk's share shall be distributed to her
living descendants, per stirpes. If Pamela F. VanKirk has no living descendants, her
share is to be distributed pro rata to the other beneficiaries named in this Article. If there
are no other named beneficiaries her share will be administered as provided in Article
Seven entitled "Remote Contingent Distribution."
Section 6.07 Distribution of the Share for Patricia F. Taylor
The share set aside for Patricia F. Taylor is to be distributed to her outright.
If Patricia F. Taylor is deceased, Patricia F. Taylor's share shall be distributed to her
living descendants,per stirpes. If Patricia F. Taylor has no living descendants, her share
is to be distributed pro rata to her surviving siblings. If there are no surviving siblings,
her share will be administered as provided in Article Seven entitled "Remote Contingent
Distribution."
Section 6.08 Distribution of the Share for Milford Thumma
The share set aside for Milford Thumma is to be distributed to him outright.
If Milford Thumma is deceased, Milford Thumma's share shall be distributed to his
living descendants,per stirpes. If Milford Thumma has no living descendants, his share
is to be distributed pro rata to his surviving siblings. If there are no surviving siblings, his
share will be administered as provided in Article Seven entitled "Remote Contingent
Distribution."
Section 6.09 Distribution of the Share for Tom Thumma
The share set aside for Tom Thumma is to be distributed to him outright.
Page 5
If Tom Thumma is deceased, Tom. Thumma's share shall be distributed to his living
descendants,per stirpes. If Tom Thumma has no living descendants, his share is to be
distributed pro rater his surviving siblings. If there are no surviving siblings,his share will
be administered as provided in Article Seven entitled"Remote Contingent Distribution."
Section 6.10 Distribution of the Share for John Thumma
The share set aside for John Thumma is to be distributed to him outright.
If John Thumma is deceased, John Thumma's share shall be distributed to his living
descendants,per stirpes. If John Thumma has no living descendants, his share is to be
distributed pro rata to his surviving siblings. If there are no surviving siblings, his share
will be administered as provided in Article Seven entitled, "Remote Contingent
Distribution."
Section 6.11 Distribution of the Share for Betty Thumma
My Trustee shall administer the share set aside for Betty Thumma in trust as provided in
this Section.
(a) Distributions for Special Needs
My Trustee, in its sole, absolute, and umeviewable discretion, may
distribute discretionary amounts of net income and principal for special
needs of Betty Thumma not otherwise provided by governmental financial
assistance and benefits or other service providers.
Special needs refers to the basic requirements for maintaining the good
health, safety, and welfare, when, in the discretion of my 'Trustee, those
basic requirements are not being provided by any public agency, office, or
department of any state or the United States.
Special needs also includes 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. Special needs may include spending money;
additional food; clothing; electronic equipment such as radio, recording
and playback devices, television, and computer equipment; camping;
vacations; athletic contests; movies; trips; and money to purchase
appropriate gifts for relatives and friends.
My Trustee has no obligation to expend trust assets for those needs, but if
my Trustee, in its sole, absolute and unreviewable discretion, decides to
expend trust assets, under no circumstances may any amounts be paid or
reimbursed to the federal government, any state, or any govermmental
agency for any purpose, including for the care, support, and maintenance
of Betty Thumma.
Page 6
(b) Objective to Promote Independence of Betty Thumma
While actions are in my Trustee's sole, absolute and unreviewable
discretion, all parties to this trust are to be mindful that my wish is that
Betty Thumma lives as independently, productively, and happily as
possible..
(c) Trust Assets not to be Considered Available Resource
to Betty Thumma
The purpose of this trust is to supplement any benefits received or for
which the beneficiary may be eligible through various governmental
assistance programs, and not to supplant those benefits. All actions of my
Trustee must be directed toward carrying out this purpose and the
discretion granted my Trustee under this trust to carry out this purpose is
absolute.
For purposes of determining Betty Thumma's eligibility for any
governmental assistance program benefits, no part of the principal or
undistributed income of the trust estate is to be considered available to her
for public benefit purposes. Betty Thumma does not have access to
principal or income of the trust, and she has no ownership, right, authority,
or power to convert any asset into cash for her own use.
My Trustee shall bold, administer, and distribute all property allocated to
this trust for the exclusive benefit of Betty Thumma during her lifetime.
All distributions from this trust share are in the sole and absolute
discretion of my Trustee, and Betty Thumma is legally restricted from
demanding trust assets for her support and maintenance.
In the event my Trustee is requested to release principal or income of the
trust to or on behalf of Betty Thumma to pay for equipment, medication,
or services that any government agency is authorized to provide, or in the
event my Trustee is requested to petition a court or any other
administrative agency for the release of trust principal or income for this
purpose, my Trustee is authorized to deny the request and take whatever
administrative or judicial steps may be necessary to continue Betty
Thumma's eligibility for benefits. This may include obtaining legal
advice about Betty Thumma'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 Betty Thumma
for eligibility purposes. Any expenses of my Trustee in this regard,
including reasonable attorneys' fees, are a proper charge to the trust estate.
(d) Distribution Guidelines
My Trustee is responsible for determining what discretionary distributions
are to be made from this trust. My Trustee may distribute discretionary
amounts of income and principal to or for the benefit of Betty Thumma for
those special needs not otherwise provided by governmental financial
Page 7
assistance and benefits or by a service provider. My Trustee shall add any
undistributed income to principal. In making distributions, my Trustee:
shall consider any other known income or resources of the
beneficiary that are reasonably available;
shall consider all entitlement benefits from any government
agency, such as Social Security disability payments,
Medicare, Medicaid (or any state Medicaid program
equivalent), Supplemental Security Income (SSI), In-Home
Support Service (IHSS), and any other special-purpose
benefits for which Betty Thumma is eligible;
shall consider resource and income limitations of any
assistance program;
shall make expenditures so that Betty Thumma's standard
of living will be comfortable and enjoyable;
is not obligated or compelled to make specific payments;
may not pay or reimburse any amounts to any
governmental agency or department, unless proper demand
is made by this governmental agency and reimbursement is
required by the state; and
will not be liable for any loss of benefits.
(e) No Seeking of Order to Distribute
For purposes of determining Betty Thumma's state Medicaid program
equivalent eligibility, no part of the principal or undistributed income of
the trust estate may be considered available to Betty Thumma. My
Trustee shall deny any request by Betty Thumma to:
release principal or income of the trust to or on behalf of
her to pay for equipment, medication, or services that the
state Medicaid program equivalent would provide if the
trust did not exist; or
petition a court or any other administrative agency for the
release of trust principal or income for this purpose.
My Trustee may, in its sole, absolute and unreviewable discretion, take
necessary administrative or legal steps to protect Betty Thumma's
eligibility for a state equivalent of the Medicaid program. This may
include obtaining a ruling from a court of competent jurisdiction that the
trust principal is not available to Betty Thumma for purposes of
determining eligibility for a state equivalent of the Medicaid program.
Expenses for this purpose, including reasonable attorneys' fees, are a
proper charge to the trust estate.
Page 8
(f) Indemnification of Trustee When Acting in Good Faith
My Trustee will be indemnified from the trust property for any loss or
reduction of public benefits sustained by Betty Thumma as a result of my
Trustee exercising, in good faith, the authority granted to my Trustee
under this Section.
(g) Termination and Distribution of the Special Needs Trust
If my Trustee, in its sole, absolute, and unreviewable discretion,
determines that Betty Thumma is no longer dependent on others and is
able to independently support herself, my Trustee shall administer the
remaining property in accordance with the provisions that follow.
The independently support requirement is satisfied when Betty Thumma
has been gainfully employed for 33 months of a 36 month period.
The terms gainful employment and gainfully employed mean full-time
employment that produces sufficient net income to enable Betty Thumma
to contribute not less than 100% of the funds (exclusive of other sources
of revenue) that are necessary to provide for the independent care, support,
maintenance, and education of Betty Thumma. My Trustee, in its sole and
absolute discretion, determines whether or not Betty Thumma has satisfied
the condition of gainful employment.
(1) Distributions of Income and Principal
My Trustee shall distribute as much of the income and
principal of her trust to Betty Thumma as my Trustee
determines necessary or advisable for her health, education,
maintenance and support.
My Trustee shall add any undistributed net income to
principal.
(2) Guidelines for Discretionary Distributions
In making discretionary distributions to Betty Thumma, I
desire to provide for her well-being and happiness.
Although I request that my Trustee consider the other
known resources available to Betty Thumma before making
distributions, I also request that my Trustee be liberal in
making distributions to or for her benefit. I acknowledge
that the principal of the trust established for Betty Thumma
may be exhausted in making these distributions.
(h) Distribution upon the Death of Betty Thumma
If Betty Thumma dies after the establishment of her trust but before the
complete distribution of her trust, my Trustee shall distribute the
remaining trust property, in equal shares, to Milford Thumma, John
Thumma and Tom Thumma. If a named individual is deceased, that
individual's share will pass to that beneficiary's descendants,per stirpes.
Page 9
If that beneficiary has no descendants, that beneficiary's share will be
divided pro rata among the remaining beneficiaries. If no other named
beneficiaries exist, my Trustee shall distribute the balance of the trust
property as provided in Article Seven.
(i) Distribution if Betty Thumma Is Deceased
If Betty Thumma dies before the establishment of her trust, my Trustee
shall distribute Betty Thumma's share, in equal shares, to Milford
Thumma, John Thumma and Tom Thumma. If a named individual is
deceased, that individual's share will pass to that beneficiary's
descendants, per stirpes. If that beneficiary has no descendants, that
beneficiary's share will be divided pro rata among the remaining
beneficiaries. If no other named beneficiaries exist, my Trustee shall
distribute Betty Thumma's share as provided in Article Seven.
Article Seven
Remote Contingent Distribution
If, at any time after my death, there is no person or entity then qualified to receive final
distribution of my probate or trust estate or any part of it under the foregoing provisions
of my Will, then the portion of my probate or trust estate with respect to which the failure'
of qualified recipients has occurred shall be distributed as follows:
Beneficiary Share
Church of God Home 20%
Doubling Gap Center 15%
First Church of God 5%
James Harney 6%
Richard Harney 6%
John Harney 6%
Greggory Proudfoot 6%
Pamela F. VanKirk 6%
Patricia F. Taylor 6%
Milford Thumma 6%
Tom Thumma 6%
Betty Thumma 6%
John Thumma 6%
If an organization described above is no longer in existence, the share of that organization
shall be delivered to that organization's successor in interest. If such organization has no
Page 10
successor in interest, or its successor in interest cannot be identified with reasonable
certainty, the share of the organization shall be paid in equal shares to the remaining
organization or organizations.
If a person named as a beneficiary under this Article is not living at the date of
distribution, that person's share shall pass to his or her descendants,per stirpes. But if a
beneficiary does not have any descendants or cannot take a share for any other reason,
then that beneficiary's share shall pass to the other beneficiaries pro rata. If there are no
beneficiaries under this Article, then the property shall be distributed 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 Eight
Designation of Fiduciaries
Section 8.01 Executor
I name Pamela F. VanKirk and Patricia F. Taylor as my Executor.
Section 8.02 Trustee
I appoint the following as Trustee of the trusts created under my Will:
(a) Trustee of the Betty Thumma Special Needs Trust
Upon creation of the Betty Thumma Special Needs Trust, John B.
Thumma will serve as Trustee.
Article Nine
Trust Administration Provisions
The provisions of this Article pertain to any trust created under my Will.
Section 9.01 No Court Proceedings
Any trust created under my Will is to be administered expeditiously, consistent with the
provisions of my Will, free of judicial intervention, and without order, approval or action
of any court. A trust will be subject to the jurisdiction of a court only if my Trustee or
another interested party institutes a legal proceeding. A proceeding to seek instructions
or a court determination must be initiated in the court having original jurisdiction over
matters relating to the construction and administration of trusts. Seeking instructions or a
court determination will not subject a trust to the continuing jurisdiction of the court.
Page I1
Section 9.02 Resignation of a Trustee
A Trustee may resign by giving written notice to the Income Beneficiaries of the trust
and to any other Trustee then serving.
Upon the resignation of John B. Thumma as Trustee, the resigning Trustee may,
concurrent with the written notice described above, appoint the resigning Trustee's
successor as Trustee in the manner set forth in Section 9.05. If the resigning Trustee fails
to make the appointment, the other provisions of this Article regarding Trustee
succession shall govern, and the next named successor or successors to the resigning
Trustee will serve in the order listed. Likewise, if no named successors to the resigning
Trustees are available to serve and the resigning Trustee fails to designate a successor,
the other provisions of this Article regarding the filling of a vacant Trustee office shall
govern.
Section 9.03 Removal of a Trustee
No Trustee can be removed by any beneficiary, except for cause, which removal must be
approved by a court of competent jurisdiction upon the petition of any beneficiary.
In no event will the court petitioned to approve the removal of a Trustee acquire any
jurisdiction over the trust except to the extent necessary to approve or disapprove
removal of a Trustee.
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 9.04 Default of Designation
If the office of Trustee of a trust created under my Will is vacant and no designated
successor Trustee is able and willing to act as Trustee, a majority of the Income
Beneficiaries of the trust may appoint an individual or corporate fiduciary as successor
Trustee.
Any beneficiary 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, the court will not thereby acquire any jurisdiction over the trust, except to
the extent necessary for making the appointment.
If a beneficiary is a minor or is incapacitated, the parent or legal representative of the
beneficiary may act on behalf of the beneficiary.
In the event of a Trustee vacancy due to resignation, however, and where the Trustee is
one of the Trustees identified in Section 9.02, the foregoing provisions apply only if the
resigning Trustee fails to appoint a successor Trustee in the manner more fully set forth
in Section 9.02.
Section 9.05 Notice of Removal and Appointment
Notice of removal must be in writing and delivered to the Trustee being removed and to
any other Trustees then serving. The notice of removal will be effective in accordance
with its provisions.
Page 12
Notice of appointment must be in writing and delivered to the successor Trustee and any
other Trustees then serving. The appointment will become effective at the time of
acceptance by the successor Trustee.
Section 9.06 Appointment of a Cotrustee
Any individual Trustee may appoint an individual or a corporate fiduciary as a Cotrustee.
A Cotrustee so named will serve only as long as the Trustee who appointed the Cotrustee
(or, if the Cotrustee was named by more than one Trustee acting together, by the last to
serve of those Trustees) serves, and that Cotrustee will not become a successor Trustee
upon the death,, resignation, or incapacity of the Trustee who appointed the Cotrustee,
unless so appointed under the terms of my Will. The Trustee appointing a Cotrustee may
revoke the appointment at any time with or without cause.
Section 9.07 Corporate Fiduciaries
Any corporate fiduciary serving as a fiduciary under my Will 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 9.08 Incapacity of a Trustee
If any individual Trustee becomes incapacitated, it will 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,will terminate the trusteeship.
Section 9.09 Appointment of Independent Special Trustee
If for any reason the Trustee of any trust created under my Will is unwilling or unable to
act with respect to any trust property or any provision of my Will, the Trustee 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 may not be related or subordinate to any beneficiary of the
trust within the meaning of Section 672(c) of the Internal Revenue Code, The Trustee
may revoke the appointment at will.
An Independent Special Trustee may exercise all fiduciary powers granted by my Will
unless expressly limited elsewhere in my Will or by the Trustee 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 Trustee. Notice of
resignation will be effective in accordance with the terms of the notice.
Section 9.10 Majority Action of Trustees
If two Trustees are eligible to act with respect to a given matter, the concurrence of both
are required for action to be taken; if more than two Trustees are eligible to act with
respect to a given matter, the concurrence of a majority of my Trustees are required for
action to be taken.
Page 13
A nonconcurring Trustee may dissent or abstain from a decision of the majority. A
Trustee is absolved from personal liability by registering its dissent or abstention in the
records of the trust. After doing so, the dissenting Trustee must then act with my other
"Trustees in any way necessary or appropriate to effectuate the decision of the majority.
Notwithstanding any provision of my Will to the contrary, a Trustee may disclaim or
release, in whole or in part, by an instrument in writing, any power it holds 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.
Section 9.11 Disclaimer by Beneficiary Serving as Trustee
Notwithstanding any provision of my Will to the contrary, any beneficiary serving as a
Trustee may disclaim or release, in whole or in part, by an instrument in writing, any
power such beneficiary holds as Trustee, irrevocably or for such period of time as such
Trustee may specify, without affecting the continuance of the power in any other Trustee.
Section 9.12 Exoneration of My Trustee
My Trustee is not obligated to examine the accounts, records or actions of any previous
fiduciary. My Trustee is in no way or manner to be held responsible for any act or
omission to act on the part of any previous fiduciary.
Unless my Trustee has received notice of removal, my Trustee may not be held liable 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 my Will.
My 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 or omissions to act and indemnifying my Trustee
from liability for the acts or omissions. An agreement described in this paragraph, if
acquired from all the living beneficiaries of my Will or from their legal representatives,
will be conclusive and binding upon all parties, born or unborn, who may have, or may in
the future acquire, an interest in my Will.
My Trustee may require a refunding agreement before making any distribution or
allocation of the income or principal of a trust created under my Will and may withhold
distribution or allocation pending determination or release of tax lien or other lien. This
refunding agreement provision will not apply to any distribution that qualifies for the
federal estate tax charitable deduction.
Section 9.13 Benefits Payable to My Trustee
My Trustee may exercise any right to determine the manner and timing of payment (by
lump sum or otherwise) of any benefits or assets payable by reason of my death to my
Trustee or to any trust created under my Will. This includes, but is not limited to, such
benefits under life insurance policies, employee benefit plans, retirement plans or other
contracts, plans or arrangements providing for payment or transfer at death to such trust.
Page 14
My Trustee may not be held liable to any beneficiary for the death benefit election
selected.
My Trustee is not obligated to undertake litigation for collection of any benefits or assets
payable to such trust unless it is indemnified to its satisfaction against any liability and
expense of such litigation.
Persons or entities dealing in good faith with my `.Trustee are not required to see to the
proper application of proceeds delivered to my Trustee, or to inquire into any provision
of my Will. Payment to my Trustee and the receipt of or release by my Trustee will fully
discharge the person or entity making such payment.
Notwithstanding anything in my Will to the contrary, no benefits or assets payable by
reason of my death to my Trustee or to any trust created under my Will are subject to the
claims against my estate, nor are such benefits to be subject to the control of my Executor
nor be included in the property administered as a part of my probate estate.
Section 9.14 Certificate by Trustee
A written statement of the Trustee of any trust established under my Will at any time as
to any facts relative to the trust may always be relied upon and will always be conclusive
evidence in favor of any transfer agent and any other person dealing in good faith with
the Trustee in reliance upon such statement.
Section 9.15 Funeral and Other Expenses of Beneficiary
Upon the death of an Income Beneficiary of a trust created under my Will, 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
only applies to the extent the Income Beneficiary has not exercised any testamentary
power of appointment granted to him under my Will.
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
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 9.16 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
my Will, 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, the
Trustee's accounting must include a copy of that tax return. If there is no tax return
Page 15
prepared for the accounting period,the Trustee's accounting must include a balance sheet
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 a
Trustee's accounting will make the matters disclosed in the accounting binding and
conclusive upon all persons, including those living on the date of my Will 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 shall 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 9.17 Authority to Merge or Sever Trusts
My Trustee may merge and consolidate a trust created under my Will 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
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.
Page 16
Section 9.18 Authority to Terminate Trusts
If, at any time, my Independent Trustee, in its sole and absolute discretion, determines
that a trust created under my Will is no longer economical or is otherwise inadvisable to
administer as a trust, or if my Independent Trustee deems it to be in the best interest of
my beneficiaries, my Independent Trustee, without further responsibility, may terminate
the trust and distribute the trust property, including any undistributed net income, in the
following order of priority:
To the beneficiaries then entitled to mandatory distributions of net income
of the trust and in the same proportions; and
If none of the beneficiaries are entitled to mandatory distributions of net
income, to the beneficiaries then eligible to receive discretionary
distributions of net income of the trust, in such amounts and shares as my
Independent Trustee may determine.
Section 9.19 Changing the Governing Law and Situs of Administration
My Trustee may, at any time, change the governing law of any trust created under my
Will, remove all or any part of the property or the situs of administration of the trust from
one jurisdiction to another, or both. My Trustee 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 Trustee may take action under
this Section for any purpose my Trustee 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 Trustee, my Trustee shall appoint an
Independent Trustee to serve as trustee in the new situs.
If necessary, and if my Trustee does not appoint an Independent Trustee within 30 days
of my Trustee'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.
Article Ten
General Administrative Provisions
The provisions of this Article apply to my probate estate and to any trust created under
my Will.
Section 10.01 No Bond
No Fiduciary is required to furnish any bond for the faithful performance of the
Fiduciary's duties, unless required by a court of competent jurisdiction and only if the
Page 17
court finds that a bond is needed to protect the interests of the beneficiaries. No surety is
required on any bond required by any law or rule of court, unless the court specifies that a
surety is necessary.
Section 10.02 Fiduciary Compensation
An individual serving as my Fiduciary is entitled to fair and reasonable compensation for
the services rendered as a fiduciary. A corporate Fiduciary is to be compensated by
agreement with an individual Fiduciary or, in the absence of an individual Fiduciary 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 Fiduciary may charge additional fees for services it provides that are not comprised
within its duties as my Fiduciary such as fees for legal services, tax return preparation
and corporate finance or investment banking services.
In addition to receiving compensation, my Fiduciary may be reimbursed for reasonable
costs and expenses incurred in carrying out its duties under my Will.
Section 10.03 Employment of Professionals
My Fiduciary 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 the Fiduciary in the
performance of its duties. My Fiduciary may act upon the recommendations of the
persons or entities employed with or without independent investigation.
My Fiduciary may reasonably compensate an individual or entity employed to assist or
advise my Fiduciary regardless of whether the person or entity is a fiduciary under my
Will or a corporate affiliate of a fiduciary and regardless of whether the entity is one in
which a fiduciary is a partner, member, stockholder, officer, director or corporate affiliate
or has any other interest.
My Fiduciary may pay the usual compensation for services contracted for under this
Section out of principal or income of the trust as my Fiduciary may deem advisable. My
Fiduciary may pay compensation to an individual or entity employed to assist or advise
my Fiduciary without diminution of or charging the same against the compensation to
which the fiduciary is entitled under my Will. Any fiduciary who is a partner,
stockholder, officer, director or corporate affiliate in any entity employed to assist or
advise my Fiduciary may nonetheless receive the fiduciary's share of the compensation
paid to the entity.
Section 10.04 Exercise of Testamentary Power of Appointment
A testamentary power of appointment granted under my Will may be exercised by a valid
will or revocable living trust 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
Page 18
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 my Will has not been exercised by the beneficiary if
my Trustee has no knowledge of the existence of a valid will or revocable living trust
exercising the power within 3 months after the beneficiary's death.
Section 10.05 Determination of Principal and Income
The Pennsylvania Uniform Principal and Income Act will govern beneficiaries' rights
among themselves in matters concerning principal and income. If the Pennsylvania
Uniform Principal and Income Act contains no provision concerning a particular item,
my Fiduciary shall determine in a fair, equitable and practical manner what will be
credited, charged, and apportioned between principal and income.
Section 10.06 Spendthrift Provision
This will, and all Trusts created hereunder, are intended to qualify as Spendthrift Trusts.
In addition, all interests in this will, or in any Trust hereunder, are intended for the
personal protection and welfare of Grantor's named beneficiaries, and no beneficiary
shall be allowed to voluntarily or involuntarily assign or anticipate his or her interest in
the income or principal of this will or any'Trust hereunder, and no beneficiary's creditors,
nor a spouse or former spouse of any beneficiary, shall be allowed to attach or otherwise
reach any such interest before actual payment to the beneficiary.
If any beneficiary shall become the subject of a judgment or court order, then during the
period in which such judgment or court order remains in effect, such beneficiary shall
only be permitted to receive distributions from any Trust created for the benefit of such
beneficiary at the discretion of the Trustees. This limitation as to the right of a
beneficiary to receive a distribution shall apply notwithstanding any provisions within the
trust for such beneficiary which authorize distributions for the health, education, support
or maintenance of such beneficiary. In addition, if any beneficiary shall become the
subject of a judgment or court order, and such beneficiary is only entitled to discretionary
distributions from a Trust created for their benefit, it shall not be an abuse of discretion
by the Trustees to withhold distributions to such beneficiary while such judgment or
court order is in effect.
If the Trustees determine that a beneficiary would not benefit as greatly from any outright
distribution of Trust income or principal because of the availability of the distribution to
the beneficiary's creditors, the Trustees shall instead expend those amounts for the
benefit of the beneficiary. This direction is intended to enable the Trustees to give the
beneficiary the maximum possible benefit and enjoyment of all of the Trust income and
principal to which the beneficiary is entitled.
Nothing contained in this Section shall restrict in any way the exercise of any power of
appointment granted in this agreement.
Page 19
Section 10.07 Distributions to Incapacitated Persons and Persons tinder
Twenty-Five Years of Age
If my Fiduciary is directed to distribute any share of my probate estate or trust principal
to a beneficiary who is under the age of 25 years or is in the opinion of my Fiduciary,
under any form of incapacity that renders the beneficiary unable to administer
distributions properly when the distribution is to be made, and if no other trust is then to
be held under my Will for the beneficiary's primary benefit, my Fiduciary may, as
Trustee, in my Fiduciary's discretion, continue to hold the beneficiary's share as a
separate trust until the beneficiary reaches the age of 25 or overcomes the incapacity.
When the beneficiary reaches the age of 25 or overcomes the incapacity, my Fiduciary
shall distribute the beneficiary's trust to him or her, outright free of trust.
While any trust is being held under this Section, my Trustee shall pay to the beneficiary
for wham the trust is held such amounts of the net income and principal as the fiduciary
determines to be necessary or advisable for the beneficiary's health, education,
maintenance and support.
Upon the death of the beneficiary, my Trustee shall distribute any remaining property in
the trust, including any accrued and undistributed income, to the beneficiary's then living
descendants,per stirpes, or, if none, to my then living descendants,per stirpes. If I have
no then living descendants the property is to be distributed under the provisions of Article
Seven entitled"Remote Contingent Distribution."
Notwithstanding any other provision of my Will if any part of trust property becomes
distributable outright, or if a distribution is required to be made, to a person when that
person is receiving or applying for needs-based government benefits, my Trustee shall
distribute or retain the trust property as described in Section 10.08.
Section 10.08 Special Needs Trust
If under any provision of this trust my Trustee is directed to distribute to or for the benefit
of any beneficiary when that person is receiving or applying for needs-based government
benefits, my Trustee shall retain and administer the trust property as follows:
(a) Distributions for Special Needs
In its sole, absolute, and unreviewable discretion, my Trustee may
distribute discretionary amounts of net income and principal for special
needs of the beneficiary not otherwise provided by governmental financial
assistance and benefits, or by the providers of services.
,Special needs refers to the basic requirements for maintaining the good
health, safety, and welfare when, in the discretion of my Trustee, these
basic requirements are not being provided by any public agency, office, or
department of any state or of the United States.
Special needs will also include 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
Page 20
essential dietary needs. Special 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.
My Trustee will have no obligation to expend trust assets for these needs.
But if my Trustee, in its sole, absolute and unreviewable 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 the beneficiary.
(b) Objective to Promote Independence of the Beneficiary
While actions are in my Trustee's sole, absolute, and unreviewable
discretion, all parties to this trust should be mindful that my wish is that
the beneficiary live as independently, productively, and happily as
possible.
(c) Trust Assets Not to be Considered Available Resource
to the Beneficiary
The purpose of the provisions of this Section 10.08 is to supplement any
benefits received, or for which the beneficiary may be eligible, from
various governmental assistance programs, and not to supplant any
benefits of this kind. All actions of my Trustee shall be directed toward
carrying out this intent, and my Trustee's discretion granted under this
instrument to carry out this intent is sole, absolute, and unreviewable.
For purposes of determining the beneficiary's eligibility for any of these
benefits, no part of the trust estate's principal or undistributed income will
be considered available to the beneficiary for public benefit purposes. The
beneficiary must not be considered to have access to the trust's principal
or income, or to have ownership, right, authority, or power to convert any
asset into cash for his or her own use.
My Trustee shall hold, administer, and distribute all property allocated to
this trust for the exclusive benefit of the beneficiary during his or her
lifetime. All distributions from this trust share are in the sole, absolute,
and unreviewable discretion of my Trustee, and the beneficiary is legally
restricted from demanding trust assets for his or her support and
maintenance.
In the event my Trustee is requested to release principal or income of the
trust to or on behalf of the beneficiary to pay for equipment, medication,
or services that any government agency is authorized to provide, or to
petition a court or any other administrative agency for the release of trust
principal or income for this purpose, my Trustee is authorized to deny this
request and to take whatever administrative or judicial steps are necessary
to continue the beneficiary's eligibility for benefits. This includes
Page 21
obtaining legal advice about the 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 the beneficiary for eligibility purposes. Any expenses
incurred by my Trustee in this regard, including reasonable attorney fees,
will be a proper charge to the trust estate.
(d) Distribution Guidelines
My Trustee shall be responsible for determining what discretionary
distributions will be made from this trust. My Trustee may distribute
discretionary amounts of income and principal to or for the benefit of the
beneficiary for those special needs not otherwise provided by
governmental financial assistance and benefits, or by the providers of
services. Any undistributed income will be added to principal. In making
distributions, my Trustee must:
consider any other known income or resources of the
beneficiary that are reasonably available;
consider all entitlement benefits from any government
agency, including Social Security disability payments,
Medicare, Medicaid (or any state Medicaid program
equivalent), Supplemental Security Income (SSI), In-Home
Support Service (IHSS), and any other special purpose
benefits for which the beneficiary is eligible;
consider resource and income limitations of any assistance
program;
make expenditures so that the beneficiary's standard of
living will be comfortable and enjoyable;
not be obligated or compelled to make specific payments;
not pay or reimburse any amounts to any governmental
agency or department, unless proper demand is made by
this governmental agency or reimbursement is required by
the state; and
not he liable for any loss of benefits.
(e) No Seeking of Order to Distribute
For purposes of determining the beneficiary's state Medicaid program
equivalent eligibility, no part of the trust estate's principal or undistributed
income may be considered available to the beneficiary. My Trustee shall
deny any request by the beneficiary to:
release trust principal or income to or on behalf of the
beneficiary to pay for equipment, medication, or services
that the state Medicaid program equivalent would provide
if the trust did not exist; or
Page 22
petition a court or any other administrative agency for the
release of trust principal or income for this purpose.
In its sole, absolute, and unreviewable discretion, my Trustee may take
necessary administrative or legal steps to protect the beneficiary's state
Medicaid program equivalent eligibility. This includes obtaining a ruling
from a court of competent jurisdiction that the trust principal is not
available to the beneficiary for purposes of determining state Medicaid
program equivalent eligibility. Expenses for this action, including
reasonable attorney fees, will be a proper charge to the trust estate.
(f) Indemnification of Trustee When Acting in Good Faith
My Trustee will be indemnified from the trust property for any loss or
reduction of public benefits sustained by the beneficiary as a result of my
Trustee exercising the authority granted to my Trustee under this Section
in good faith.
(g) Termination and Distribution of the Special Needs Trust
If my Trustee, in its sole, absolute, and unreviewable discretion,
determines that the beneficiary is no longer dependent on others and is
able to independently support himself or herself, my Trustee shall
distribute or retain the remaining property according to the other
provisions of this trust as though the provisions of this Section 10.08 had
not been effective.
If the other provisions of this trust do not provide for the remaining
property's distribution or retention, then my Trustee shall distribute the
remaining property to the beneficiary outright and free of trust.
Independently support is satisfied when the beneficiary has been gainfully
employed for 33 months of the 36-month period immediately preceding
the decision to terminate the trust share.
The terms gainful employment and gainfully employed mean the full-time
employment that produces sufficient net income to enable the beneficiary
to contribute not less than 100% of the funds (exclusive of other revenue
sources) that are necessary to provide for the beneficiary's independent
care, support, maintenance, and education. In its sole, absolute, and
unreviewable discretion, my Trustee shall determine whether or not the
beneficiary has satisfied the condition of gainful employment.
(h) Distribution upon the Death of the Beneficiary
Upon the beneficiary's death, my Trustee shall distribute or retain the
remaining property according to the other provisions of this trust as
though the provisions of this Section 10.08 had not been effective. If the
other provisions of this trust provide for the beneficiary's share to be held
in trust, then those provisions will be interpreted as though the beneficiary
died after the establishment of that trust.
Page 23
If the other provisions of this trust do not provide for the distribution or
retention of the remaining property, then the beneficiary will have the
testamentary limited power to appoint all or any portion of the principal
and undistributed income remaining in the beneficiary's trust at his or her
death among one or more persons or entities. But the beneficiary may not
exercise this limited power of appointment to appoint to himself or herself,
his or her estate, his or her creditors or the creditors of his or her estate.
I intend to create a limited power of appointment and not a general power
of appointment as defined in Internal Revenue Code Section 2041.
If any part of the beneficiary's trust is not effectively appointed, my
Trustee shall distribute the remaining unappointed balance per stirpes to
the beneficiary's descendants. If the beneficiary has no then-living
descendants, my Trustee shall distribute the unappointed balance per
stirpes to the then-living descendants of the beneficiary's nearest lineal
ancestor who was a descendant of mine or, if there is no then-living
descendant,per stirpes to my descendants.
If I have no then-living descendants, my Trustee shall distribute the
balance of the trust property as provided in Article Seven.
Section 10.09 Representative of a Beneficiary
The guardian of the person of a beneficiary may act for such beneficiary for all purposes
under my Will or may receive information on behalf of such beneficiary.
Section 10.10 Distributions to Beneficiaries
Whenever my Will authorizes or directs my Fiduciary to make a distribution of net
income or principal to a beneficiary, my Fiduciary may apply for the benefit of the
beneficiary any property that otherwise could be distributed directly to the beneficiary.
My Fiduciary does not have a responsibility to inquire into the beneficiary's ultimate
disposition of the distributed property unless specifically directed otherwise by my Will.
My Fiduciary may make distributions in cash or in kind, or partly in each, in proportions
and at values determined by my Fiduciary. My Fiduciary may allocate undivided
interests in specific assets to a beneficiary or trust in any proportion or manner that my
Fiduciary determines, even though the property allocated to one beneficiary may be
different from that allocated to another beneficiary.
My Fiduciary may make these determinations without regard to the income tax attributes
of the property and without the consent of any beneficiary.
Section 10.11 Ancillary Administration
In the event ancillary administration is required or desired and my domiciliary Executor
is unable or unwilling to act as an ancillary fiduciary, my domiciliary Executor will have
the power to designate, compensate, and remove the ancillary fiduciary. The ancillary
fiduciary may be either a natural person or a corporation. My domiciliary Executor may
delegate to such ancillary fiduciary such powers granted to my original Executor as my
Page 24
Executor may deem proper, including the right to serve without bond or surety on bond.
The net proceeds of the ancillary estate are to be paid over to the domiciliary Executor.
Section 10.12 Delegation of Authority; Power of Attorney
Any Fiduciary may, by an instrument in writing, delegate to any other Fiduciary the right
to exercise any power, including a discretionary power, granted the Fiduciary in my Will.
During the time a delegation under this Section is in effect, the Fiduciary to whom the
delegation was made may exercise the power to the same extent as if the delegating
Fiduciary had personally joined in the exercise of the power. The delegating Fiduciary
may revoke the delegation at any time by giving written notice to the Fiduciary to whom
the power was delegated.
The Fiduciary may execute and deliver a revocable or irrevocable power of attorney
appointing any individual or corporation to transact any and all business on behalf of the
trust. The power of attorney may grant to the attorney-in-fact all of the rights, powers,
and discretion that the Fiduciary could have exercised.
Section 10.13 Merger of Corporate Fiduciary
If any corporate fiduciary acting as my Fiduciary under my Will 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 position of
my Fiduciary as if originally named my Fiduciary. No document of acceptance of the
position of my Fiduciary shall be required.
Article Eleven
Powers of My Fiduciaries
Section 11.01 General Grant of Powers
My Fiduciary may perform every act reasonably necessary to administer my estate and
any trust. My Fiduciary may execute and deliver any and all instruments in writing,
which my Fiduciary considers necessary to carry out any of the powers granted under my
Will.
Section 11.02 Investment Powers in General
My Fiduciary may invest in any type of investment that my Fiduciary determines is
consistent with the investment goals of my estate or any trust, whether inside or outside
the geographic borders of the United States of America and its possessions or territories,
taking into account the trust's overall investment portfolio.
Without limiting my Fiduciary's investment authority in any way, I request that my
Fiduciary exercise reasonable care and skill in selecting and retaining investments. I also
request that my Fiduciary take into account the following factors in choosing investments
for my estate or any trust:
Page 25
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 my estate or the trust's portfolio.
I request that my Trustee, in arranging the investment portfolio of any 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 Fiduciary may delegate its discretion to manage investments to any registered
investment adviser or corporate fiduciary.
Section 11.03 Banking Powers
My Fiduciary may establish bank accounts of any type in one or more banking
institutions that my Fiduciary may choose. My Fiduciary may open accounts in the name
of my Fiduciary (with or without disclosing fiduciary capacity) or in the name of my
estate or the trust. When an account is in the name of my estate or the trust, checks on
that account and authorized signatures need not disclose the fiduciary nature of the
account or refer to my estate, any trust or Fiduciary.
An account from which my Fiduciary makes frequent disbursements need not be an
interest bearing account. My Fiduciary may authorize withdrawals from an account by
check, draft or other instrument or in any other manner.
Section 11.04 Contract Powers
My Fiduciary may sell at public or private sale,transfer, exchange for other property, and
otherwise dispose any property contained in my probate estate or any trust for
consideration and upon terns and conditions that my Fiduciary deems advisable. My
Fiduciary may grant options of any duration for any such sales, exchanges, or transfers of
trust property.
My Fiduciary may enter into contracts, and may deliver deeds or other instruments, as my
Fiduciary deems appropriate.
Section 11.05 Common Investments
For purposes of convenience with regard to the administration and investment of any
trust, my Trustee may invest part or all of the 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 property of the trust.
Page 26
Section 11.06 Environmental Powers
My Fiduciary may inspect property held directly or indirectly by my probate estate or any
trust to determine compliance with or to respond to any environmental law affecting the
property. "Environmental law" means any federal, state, or local law, rule, regulation, or
ordinance relating to protection of the environment or of human health.
My Fiduciary may refuse to accept additional property if my Fiduciary 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 my estate, any
trust or to my Fiduciary.
My Fiduciary may use the income and principal of my probate estate or a trust 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 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 Fiduciary in these actions.
My Fiduciary may not be held liable for any loss or reduction in value sustained by my
probate estate or a trust as a result of my Fiduciary's retention of property on which
hazardous materials or substances requiring remedial action are discovered unless my
Fiduciary contributed to the resulting loss or reduction in value through willful
misconduct or gross negligence.
My Fiduciary may not be held liable to any beneficiary or to any other party for any
decrease in the value of probate or trust property as a result of my Fiduciary's compliance
with any environmental law, including any reporting requirement.
My Fiduciary may release, relinquish or disclaim any power held by my Fiduciary that
my Fiduciary determines may cause my Fiduciary to incur individual liability under any
environmental law.
Section 11.07 Litigation and Settlement Powers
My Fiduciary, in its discretion and at the expense of my probate estate or the trust, may
institute,join, compromise, settle dismiss and defend any probate or trust property in any
judicial or administrative proceeding. "this includes specifically, but not limited to
proceedings or class actions brought against any public entity or government agency or
brought by any such entity for attachment, recoupment, levy, invasion, reformation, or
access of any kind to property of my probate estate or a trust. My Fiduciary may retain
such legal counsel and ancillary personnel, as my Fiduciary deems appropriate in the
exercise of its discretion.
Section 11.08 Loans and Borrowing Powers
My Fiduciary may make secured or unsecured loans to any person (including a
beneficiary), entity, trust or estate, for any term or payable on demand, with or without
interest. My Fiduciary may enter into or modify the terms of any mortgage or security
Page 27
agreement granted in connection with any loan and may release or foreclose on the
mortgage or security.
My Fiduciary may borrow money at interest rates and on other terms that it 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 Fiduciary may encumber estate and trust property by mortgages, pledges and other
hypothecation and shall have the power to enter into any mortgage, whether as a
mortgagee or mortgagor even though the term may extend beyond the termination of the
trust and beyond the period that is required for an interest created under my Will to vest
in order to be valid under the rule against perpetuities.
My Fiduciary may purchase, sell at public or private sale, trade, renew, modify, and
extend mortgages. My Fiduciary may accept deeds in lieu of foreclosure.
Section 11.09 Nominee Powers
My Fiduciary may hold real estate, securities and any other estate or trust property in the
name of a nominee or in any other form without disclosing the existence of my estate, the
trust or fiduciary capacity.
Section 11.10 Payment of Taxes and Expenses
Except as otherwise provided in my Will, my Fiduciary may pay all property taxes,
assessments, fees, charges, and other expenses incurred in the administration or
protection of my estate or any trust. All payments will be a charge against estate or the
trust, as the case may be, and are to be paid out of income and to the extent that income is
insufficient, then out of principal. The determination of my Fiduciary with respect to the
payment of expenses will be conclusive upon the beneficiaries.
Section 11.11 Real Estate Powers
My Fiduciary may sell at public or private sale, 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 Fiduciary deems appropriate.
My Fiduciary may grant or release easements in or over, subdivide, partition, develop,
raze improvements, and abandon, any real property.
My Fiduciary may manage real estate in any manner that my Fiduciary deems best and
shall have all other real estate powers necessary for this purpose.
My Fiduciary may enter into contracts to sell real estate. My Fiduciary may enter into
leases and grant options to lease trust property even though the term of the agreement
extends beyond the termination of a trust and beyond the period that is required for an
interest created under my Will to vest in order to be valid under the rule against
perpetuities. For such purposes, my Fiduciary may enter into any contracts, covenants
and warranty agreements that my Fiduciary deems appropriate.
Page 28
I
Section 11.12 Retention and Abandonment of Trust Property
My Fiduciary may retain, without liability for depreciation or loss resulting from
retention, any property contained in my estate or any trust at the time of its creation or as
the result of the exercise of a stock option. My Fiduciary 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 Fiduciary 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
Fiduciary, in the best interests of the beneficiaries. My Fiduciary may 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 Fiduciary may abandon any trust property that my Fiduciary deems to be of
insignificant value.
Section 11.13 Securities, Brokerage and Margin Powers
My Fiduciary 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 Fiduciary may write and
purchase call or put options, and other derivative securities. My Fiduciary may maintain
margin accounts with brokerage firms and may pledge securities to secure loans and
advances made to my Fiduciary or to or for the benefit of a beneficiary.
My Fiduciary may place all or any part of the securities held by my estate or a trust in the
custody of a bank or trust company. My Fiduciary may have all securities registered in
the name of the bank or trust company or in the name of its nominee. My Fiduciary 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 Fiduciary may employ a broker-dealer as a custodian for securities held by my estate
or 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 Fiduciary 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 Fiduciary may-participate in any reorganization, recapitalization, merger or similar
transaction. My Fiduciary may exercise or sell conversion or subscription rights for
securities of all kinds and description.
My Fiduciary may give proxies or powers of attorney that may be discretionary and with
or without powers of substitution. My Fiduciary may vote or refrain from voting as to
any matter.
Page 29
Section 11.14 Tangible Personal Property and Residences
My Fiduciary 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 Fiduciary does not have a duty to convert the property referred to in this Section to
productive property except as required by other provisions of my Will.
My Fiduciary may not be held liable for any depreciation or loss as a result of the
retention of any property retained or acquired under the authority of this Section.
My Trustee may acquire, maintain and invest in any residence for the use and benefit of
the beneficiaries of the trust, 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 permit any Income Beneficiary of the trust to occupy any real property
or use any personal property owned by the trust on teens or arrangements that my
Trustee may determine, including rent free or in consideration for the payment of taxes,
insurance,maintenance, repairs, or other charges.
Section 11.15 Digital Assets
My Executor has the authority to access, modify, control, archive, transfer, and delete my
digital assets.
Digital assets include my sent and received emails, email accounts, digital music, digital
photographs, digital videos, gaming accounts, software licenses, social-network accounts,
file-sharing accounts, financial accounts, domain registrations, Domain Name System
(DNS) service accounts, blogs, listservs, web-hosting accounts, tax-preparation service
accounts, online stores and auction sites, online accounts, and any similar digital asset
that currently exists or may be developed as technology advances .
My digital assets may be stored on the cloud or on my own digital devices. My Executor
may access, use, and control my digital devices in order to access, modify, control,
archive, transfer, and delete my digital assets—this power is essential for access to my
digital assets that are only accessible through my digital devices. Digital devices include
desktops, laptops, tablets, peripherals, storage devices, mobile telephones, smartphones,
and any similar hardware that currently exists or may be developed as technology
advances.
Page 30
Section 11.16 Power of Executor to Disclaim and to Distribute Directly to
a Beneficiary
If such disclaimer can be treated as a Qualified Disclaimer, I give my Executor the power
to disclaim any interest, in whole or in part, which my estate may acquire (including an
interest in any other estate, trust, insurance proceeds, annuity, contract or pension plan)
for any purpose (including overall reduction in death taxes) and without regard to
whether such disclaimed property will pass to the same persons, at the same time or in
the same manner as if there had been no disclaimer.
If at my death, the terns of a trust created under my Will provide that property is to be
distributed outright to a beneficiary, my Executor may make the distribution to the
beneficiary without the intervention of my Trustee.
Section 11.17 Fiduciaries' Powers Act
In addition to all of the above powers, my Fiduciaries may, without prior authority from
any court, exercise all powers conferred by my Will or by common law or by
Pennsylvania Probate, Estates and Fiduciaries Act or other statute of the Commonwealth
of Pennsylvania or any other jurisdiction whose law applies to my Will. My Executor
has absolute discretion in exercising these powers. Except as specifically limited by my
Will, these powers extend to all property held by my fiduciaries until the actual
distribution of the property.
Section 11.18 Alternative Distribution Methods
My Fiduciary may make any payment provided for under my Will or under the terms of
any trust established under my Will as follows:
Directly to the beneficiary;
In any form allowed by applicable state law for gifts or transfers to minors
or persons under a disability;
To the beneficiary's guardian, conservator, agent under a durable power of
attorney or caregiver for the benefit of the beneficiary; or
By direct payment of the beneficiary's expenses, made in a manner
consistent with the proper exercise of the fiduciary's duties hereunder. A
receipt by the recipient for any such distribution fully discharges my
Fiduciary.
Section 11.19 Limitation on My Trustee's Powers
All powers granted to my Trustee under my Will or by applicable law are limited as set
forth in this Section, unless explicitly excepted by reference to this Section.
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.
Page 31
Article Twelve
Provisions for Payment of Debts, Expenses and Taxes
Section 12.01 Payment of Debts and Expenses
I direct that all my legally enforceable debts, secured and unsecured, be paid as soon as
practicable after my death.
Section 12.02 No Apportionment
Except as otherwise provided in this Article or elsewhere in my will, my Executor shall
provide for payment of all estate, inheritance and succession taxes payable by reason of
my death ("death taxes") from my residuary estate as an administrative expense without
apportionment and will not seek contribution toward or recovery of any death tax
payments from any individual.
Section 12.03 Protection of the Charitable Deduction
Death taxes are not to be allocated to or paid from any assets passing to any organization
that qualifies for the federal estate tax charitable deduction, or from any assets passing to
a split-interest charitable trust, unless my Executor has first used all other assets available
to my Executor to pay the taxes.
Section 12.04 Property Passing Outside of My Will
Except as to Qualified Retirement Benefits, death taxes imposed with respect to property
included in my gross estate for purposes of computing the tax and passing other than by
my Will are to be apportioned among the persons and entities benefited in the proportion
that the taxable value of the property or interest bears to the total taxable value of the
property and interests received by all persons benefited. The values to be used for the
apportionment are the values as finally determined under federal, state, or local law as the
case may be.
Section 12.05 Tax Elections
In exercising any permitted elections regarding taxes, my fiduciaries may make any
decisions that they deem to be appropriate in any circumstances, and my fiduciaries are
not required to make any compensatory adjustment as a consequence of any election. My
Executor may also pay taxes or interest and deal with any tax refunds, interest, or credits
as my Executor deems to be necessary or advisable in the interest of my estate.
My Executor may make any elections relative to the "Deceased Spousal Unused
Exclusion Amount' to the extent and amount allowable under Sections 2010(c)(4) and
(5) of the Internal Revenue Code, all as my Executor deems appropriate under then
prevailing circumstances.
Page 32
My Executor, in his or her sole and absolute discretion, may make any adjustments to the
basis of my assets authorized by law, including but not limited to increasing the basis of
any property included in my gross estate, whether or not passing under my Will, by
allocating any amount by which the basis of my assets may be increased. My Executor is
not required to allocate basis increase exclusively, primarily or at all to assets passing
under my Will as opposed to other property included in my gross estate. My Executor
may elect,-in his or her sole and absolute discretion, to allocate basis increase to one or
more assets that my Executor receives or in which my Executor has a personal interest,to
the partial or total exclusion of other assets with respect to which such allocation could be
made. My Executor may not be held liable to any person for the exercise of his or her
discretion under this Section.
Article Thirteen
Definitions and General Provisions
Section 13.01 Definitions
For purposes of my Will and for the purposes of any trust established under my Will, the
following definitions apply:
(a) Adopted Persons
A legally adopted person in any generation and his or her descendants,
including adopted descendants, will have the same rights and will be
treated in the same manner under my Will as natural children of the
adopting parent, provided the person is legally adopted before attaining
the age of 18 years. A person will be deemed to be legally adopted if the
adoption was legal in the jurisdiction in which it occurred at the time that
it occurred.
(b) Charitable Organization
The terms "charitable organization," "qualified charitable organization,"
or "charity" means any charitable organization of a type described in
Sections 170(c), 2055(a), and 2522(a) of the Internal Revenue Code.
(c) Descendants
The term "descendants" means any one or more person who follows in
direct descent (as opposed to collateral descent) from a person, such as a
person's children, grandchildren, or other descended individuals of any
generation.
(d) Education
The term "education" is intended to be an ascertainable standard in
accordance with Section 2041 and Section 2514 of the Internal Revenue
Code. The definition includes, but is not limited to:
Page 33
Enrollment at private elementary, junior, and senior high
school, including boarding school;
Undergraduate and graduate study in any field at a college
or university;
Specialized, vocational, or professional training or
instruction at any institution, including private instruction;
and
Any other curriculum or activity that my Trustee deems to
be useful for developing the abilities and interests of a
beneficiary including, without limitation, athletic training,
musical instruction, theatrical training, the arts, and travel.
The tern "education" also includes distributions made by my Trustee for
expenses such as tuition, room and board, fees, books and supplies,
tutoring and transportation, and a reasonable allowance for living
expenses.
(e) Fiduciary
"Fiduciary" or "Fiduciaries" refer to my Executor and my Trustee, or if
they are different persons, either of them. My "Executor" includes any
executor, ancillary executor, administrator, or ancillary administrator,
whether local or foreign, and whether of all or part of my estate, multiple
Executors, and their successors.
Except as otherwise provided in this Last Will and Testament, a fiduciary
has no liability to any party for action (or inaction) taken in good faith.
(f) Good Faith
For the purposes of this Last Will and Testament, a fiduciary has acted in
good faith if (i) its action or inaction is not a result of intentional
wrongdoing, (ii) the fiduciary did not make the decision with reckless
indifference to the interests of the beneficiaries, and (iii) its action or
inaction does not result in an improper personal pecuniary benefit to the
fiduciary.
(g) Incapacity
Except as otherwise provided in my Will, a person is deemed to be
incapacitated in any of the following circumstances.
(1) The Opinion of Two Licensed Physicians
An individual is deemed to be incapacitated whenever, in
the opinion of two •licensed physicians, 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.
Page 34
An individual is deemed to be 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 to be incapacitated if a court of
competent jurisdiction has declared the individual to be
disabled, incompetent or legally incapacitated.
(3) Detention, Disappearance or Absence
An individual is deemed to be incapacitated whenever he or
she cannot effectively manage his or her property or
financial affairs due to the individual's unexplained
disappearance or absence for more than 30 days, or
whenever he or she is detained under duress.
An individual's disappearance, absence or detention under
duress may be established by an affidavit of any fiduciary.
The affidavit must describe the circumstances of an
individual's detention under duress, disappearance, or
absence and may be relied upon by any third party dealing
in good faith with my fiduciary in reliance upon the
affidavit.
An individual's disappearance, absence, or detention under
duress may be established by an affidavit of my Executor.
(h) 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.
Unless otherwise provided in my Will, the phrase "majority of the Income
Beneficiaries" means any combination of Income Beneficiaries who, if all
accrued net income were distributed on the day of a vote by the
beneficiaries, would receive more than 50% of the accrued net income.
For purposes of this calculation, beneficiaries who are eligible to receive
discretionary distributions of net income shall be deemed to receive the
income in equal shares.
References to a "majority" refer to a majority of the entire trust
collectively until my Trustee allocates property to separate trusts or trust
shares. After the allocation of property to separate trusts or trust shares,
references to a "majority" refer to a majority of each separate trust or trust
share.
Page 35
(I) Independent Trustee
The term "Independent Trustee" means any Trustee who is not an
Interested Trustee as defined in subsection 0) and includes an Independent
Special Trustee appointed under the provisions of Section 9.09. Whenever
a power or discretion is granted exclusively to my Independent Trustee
then any Interested Trustee who is then serving as my Trustee is
prohibited from participating in the exercise of the power or discretion. If
there is no Independent Trustee serving, then an Independent Special
Trustee may be appointed under the provisions of Section 9.09 to exercise
the power or discretion that is exercisable only by my Independent
Trustee.
0) 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 party 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.
Whenever this agreement specifically prohibits an Interested Trustee from
exercising discretion or performing an act or specifically limits discretion
or the performance of an act to an Independent Trustee, then any
Interested Trustee serving as my Trustee is prohibited from participating
in the exercise of that discretion or performance of that act. If there is no
Trustee serving that is not an Interested Trustee, then an Independent
Special Trustee may be appointed under the provisions of Section 9.09 to
exercise the discretion or perform the act.
(k) Internal Revenue Code
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 will be deemed to be made
Page 36
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 my Will. The same rule applies to references to the Treasury
Regulations.
(1) Legal Representative
As used in my Will, the term "legal representative" means a person's
guardian, conservator, personal representative, executor, administrator,
Trustee, or any other person or entity personally representing a person or
the person's estate.
(m) 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
are then-living children of that person and deceased children of that 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 the
deceased child's then-living descendants in the same manner.
(n) 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.
(o) Shalt and May
Unless otherwise specifically provided in my Will or by the context in
which used, I use the word "shall" in my Will 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 its sole and absolute discretion unless otherwise stated
in my Will.
(p) Trust
The term "trust,"refers to any trusts created under the terms of my Will.
(q) Trustee
The term "my Trustee" refers to any person or entity that is from time to
time acting as the Trustee and includes each Trustee individually, multiple
Trustees, and their successors.
(r) Trust Property
The term "trust property" means all property held by a Trustee under my
Will,including all property that my Trustee may acquire from any source.
Page 37
(s) Other Definitions
Except as otherwise provided in my Will, terms shall be as defined in
Pennsylvania Probate, Estates and Fiduciaries Act as amended after the
date of my Will and after my death.
Section 13.02 Contest Provision
If any person directly or indirectly attempts to contest or oppose the validity of my Will,
(including any codicil to my Will), or commences, continues or prosecutes any legal
proceedings to set my Will aside, then that person will forfeit his or her share, cease to
have any right or interest in my estate, and will, for purposes of my Will, be deemed to
have predeceased me.
Section 13.03 Survivorship Presumption
If any beneficiary is living at my death, but dies within 30 days thereafter, then the
beneficiary will be deemed to have predeceased me for all purposes of my Will.
Section 13.04 General Provisions
The following general provisions and rules of construction apply to my Will:
(a) 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. The word"or" when used in a
list of more than two items may function as both a conjunction and a
disjunction as the context requires or permits.
(b) Headings of Articles, Sections, and Subsections
The headings of Articles, Sections, and subsections used within my Will
are included solely for the convenience and reference of the reader. They
have no significance in the interpretation or construction of my Will.
(c) Governing State Law
My Will shall be governed, construed and administered according to the
laws of the Commonwealth of Pennsylvania as from time to time
amended. Questions of administration of any trust established under my
Will are to be determined by the laws of the situs of administration of that
trust.
(d) Notices
Unless otherwise stated,whenever my Will calls for notice, the notice will
be in writing and will be 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 will be effective
on the date personally delivered or on the date of the return receipt. If a
Page 38
party giving notice does not receive the return receipt but has proof that he
or she mailed the notice, notice will 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 will be given to the
parent or legal representative of the minor or incapacitated individual.
(e) Severability
The invalidity or unenforceability of any provision of my Will does not
affect the validity or enforceability of any other provision of my Will. If a
court of competent jurisdiction determines that any provision is-invalid,
the remaining provisions of my Will are to be interpreted and construed as
if any invalid provision had never been included in my Will.
I, J_ Harold Widder, having signed this Will in the presence of
and eOro1 A {Jrcz o who attested it at my
request on this day, _ �r,� "Z 2013 at C / s�
Pennsylvania, declare this to be my Last Will and Testament.
J.Ylarold Widder,Testator
1
The above and foregoing Will of J. Harold Widder was declared by J. Harold Widder in
our view and presence to be his Will and was signed and subscribed by the said J. Harold
Widder in our view and presence and at his request and in the view and presence of J.
Harold Widder and in the view and presence of each other, we, the undersigned,
witnessed and attested the due execution of the Will of J. Harold Widder on this day,
0+16-tA _,2013.
residing at
.ado f. residing at 2A- Ad
Page 39
PENNSYLVANIA SELF PROVING AFFIDAVIT
COMMONWEALTH OF PENNSYLVANIA )
COUNTY OF
I, J. Harold Widder, the testator whose name is signed to the attached or foregoing
instrument, having been duly qualified according to law, do hereby acknowledge that I
signed and executed the instrument as my Last Will; and that I signed it willingly and as
my free and voluntary act for the purposes therein expressed.
Sworn to or affirmed and acknowledged before me by J. Harold Widder, the testator, this
day, Q 1nsA j _, 2413.
J. Crold Widder, Testator
COMMONWEALTH OF PENNSYLVANIA
Notarial seal
Cassandra T.Rosenbaum,Notary Public
tower Paxton Twp.,Dauphin County
Commission Expires Dec.4,2016 f J♦/YIt`�
MEMBER,PENNSYLVANIA ASSOCIATION OF NOTARIES
Notary Public
Page 40
. .
COMMONWEALTH OF PENNSYLVANIA )
COUNTY OF CUdN�r1Pn't�y )
We, 5.�`� C• Lp� ,r and e ro� A. Vi-Gac,6 , the witnesses whose
names are signed to the attached or foregoing instrument, being duly qualified according
to law, do depose and say that we were present and saw the testator sign and execute the
instrument as his Last Will; that the testator signed willingly and executed it as his free
and voluntary act for the purposes therein expressed; that each subscribing witness in the
hearing and sight of the testator signed the will as a witness; and that to the best of our
knowledge the testator was at that time 18 or more years of age, of sound mind, and
under no constraint or undue influence.
Witness
Caakor Q. CC a �Pr
Witness
COMMONWEALTH OF PENNSYLVANIA
Notarial Seal
Lcas,isandra T.Rosenbaum,Notary Public
ower Paxton Twp.,Dauphin County /J
y Commission Expires Dec.4,2016
MEMBER,GEN ASS
NSYLVANIA OCIATION OF NOT NOTARIES l
Notary Public
Page 41