John J. Donahue Ill, Attorney at Law 23411 Jefferson, Suite 107 St. Clair Shores, MI 48080 (800) 539-3938 Toll Free October 30, 2006 MR. DARRELL E. WILBUR 25530 J DRIVE NORTH ALBION, MI 49224 Dear Mr. Wilbur: In the enclosed binder please find the following original documents: 1. ARevocable Living Trust Agreement 2. Pout-Over Will(s) 3. Durable Powers of Attorney 4, Health Care related documents Uhave reviewed each of these documents. It is my opinion that these documents are in compliance with current law and have been properly prepared to meet your needs as they have been communicated to my office. The enclosed Trust Agreement, if properly funded, will allow you to plan an orderly distribution of your assets without having to go through probate. To properly fund the trust, you should title all of your property, and any property that you purchase in the future as follows: "DARRELL E. WILBUR, Trustee, under THE DARRELL &. WILBUR TRUST, dated (The date for the trust is the date that you signed and notarized the trust documents.) As a partial checklist to determine if your trust is properly funded, answer the following questions. Are your checking accounts titled as set forth above at the bank? Are your investment accounts titled as set forth above with your broker? Is your contingent or secondary beneficiary on your IRA or retirement accounts titled as set forth above with the institution? Please call me regarding the changes to IRA and other retirement accounts. Is all of your real estate titled as set forth above with the County Register of Deeds?Please note that ail titles for assets that have institutional title (such as a bank) or recorded title (such as with the Register of Deeds) must be changed from your personal name to the trustee designation as set forth above. For the most part, this is a relatively easy task to perform. The enclosed forms are more than sufficient to transfer most personal property. By contacting the bank or office where personal property is located or recorded, you can find out any additional requirements for transfer to the Trust. As to your real property, you should file all real property deeds with the appropriate county clerk. If you fail to completely fund the trust, a probate, or other legal proceedings, may be required to transfer the unfunded property into the trust. This would result in additional legal fees and other costs being incurred by you. If your financial condition changes or if Congress or the State Legislature enacts revisions to the current estate and trust tax provisions, you should contact my office immediately to ensure that your trust continues to meet your needs, in light of such changes. Please note that the identifying number for the trust is your Social Security Number. Each of these documents, except for the HealthCare Power of Attorney, must be ‘executed in the presence of a notary and each document must be witnessed before two disinterested witnesses. A witness is disinterested if he were one who is not named in the document in any capacity and who would not be in line to receive any legacy in the event of your death. You, the witnesses, and the notary must sign the documents in the presence of ‘each other. The binder also contains important information explaining how the Trust works and how to administer it. Also enclosed are forms to easily add to or delete assets from the Trust or to amend it to change provisions, as you deem necessary. Should you choose to amend the Trust yourself or to make other changes, please forward a copy of the amendment or changes to my office to update your file. After you have executed the enclosed documents, they and the other materials contained in the binder should be kept in a safe place such as a wall safe, lock box, or safety deposit box. A copy should be made of the signed documents and kept in a separate location, Additionally, you should notify those individuals, whom you have named to hold Positions of responsibility, of their duties and the location of the documents. With respect to the Successor Trustees under your trust, it is important that they are involved in and aware of their duties under the trust. The enclosed forms are more than sufficient to transfer most personal property. By contacting the bank or office where personal property is located or recorded, you can find ‘out any additional requirements for transfer to the Trust. As to your real property, you should file all real property deeds with the appropriate county clerk. In the Assignment of Personal Property to Trust instrument, you should also list all real estate transfers and the dates of transfer to your Trust and the dates filed with the county clerk. (Location and address should also be listed.) Al real property purchased in the future should also be transferred to your trust by purchasing the property in the name of the Trustees under the Trust. As to your personal property, list all of your significant personal property and the date on which it was transferred into the Trust. The date of transfer is typically the date ofthe Trust. You should also list all investment and savings account numbers with the respective address or location and the date on which it was transferred. Please understand that the primary purpose of these documents is to avoid and maintain the privacy of your estate and family issues. There may be other significant estate planning issues. You should contact my office if: (1) if not now, your estate at any time in the future exceeds $600,000; (2) any Grantor or Trustee designated in the trust agreement dies; (3) creditor or marital issues arise; and (4) you are trying to qualify for a state sponsored long term care system or any related Medicaid program. Ploase understand that even if there is no taxable estate upon the death of a Grantor, that it may be beneficial to file a 706 Estate Tax Return to document the stepped up basis for assets. This stepped up basis eliminates all past capital gains. Thus, when an asset is sold after death, income tax liability can be reduced or eliminated. Please understand that health care directive forms are also provided. As to these forms and the Durable Power of Attorney, before signing them you should obtain counseling as to their potential impact. IN MICHIGAN, MISUSE OF THE DURABLE POWER OF ATTORNEY BY THE AGENT MAY LEAD TO CRIMINAL LIABILITY FOR THE AGENT. You must determine if these forms are needed before you sign and implement them. | appreciate the opportunity to work with you on this matter. Please contact me if you have any questions or comments concerning the Trust or related matters. Sincerely Yours, John J. Donahue tit Attorney at Law EnclosuresPlease note that Congress has enacted legistation that may impact larger estates. Under the recently passed tax bill, the §1 million exclusion equivalent for tax purposes will gradually be increased as follows: 2005 $1.5 million 2006 $2 million 2007 $2 million 2008 2009 $3.5 million Additionally, the $11,000 gift tax annual exclusion will be indexed for inflation and rounded to the next lowest multiple of $1,000 and the generation skipping exemption will also be indexed and rounded to the next lowest multiple of $10,000.OVERVIEW OF TRUST DOCUMENTS This binder includes the following: Revocable Family Trust Certificate of Trust Existence and Authority (summary) Assignment of Personal Property to Trustees, Schedule "A" Schedule "A-1" Additions to Schedule A’ Deletions to Schedule "A’ Durable Power of Attorney for Asset Management Durable Power of Attorney for Health Care Glossary Of Terms Pour-Over Will Directives to Successor Trustee Deed(s) Funding Instructions Final Instructions ‘Support Documents Extra Forms Please review the aforementioned documents in their entirety. These documents are executed with certain formalities and can be changed (amended or revoked by using similar procedures). If a change needs to be made, please contact the attorney immediately. 1-2REVOCABLE LIVING TRUST The actual Trust Agreement is located in Section 4. This is the main document of the entire trust package. It includes the beneficiaries, trustee's powers, and other various provisions. The Trust Agreement denotes the fact that it is completely revocable and can be amended at any time by the Grantor. When referring to this particular trust, you should call your trust the "(Your Name) Trust You should also note that the effective date of the Trust Agreement listed here in section 1 will be the date that this trust is signed and notarized by you. You are referred to as a “Grantor.” The word means one who is determining the future use and disposition of the estate. You, as Grantor, are usually the original trustee and possess full power over use of your assets (just as before). You are also the primary beneficiary and receive all benefits from your trust during your lifetime. In the material that follows, you may be referred to as a "Grantor" or an “Original Trustee." So don't be confused; you are both. As a Grantor you created the trust and transferred assets into the trust. As the Original Trustee you are managing the assets. CERTIFICATE OF TRUST EXISTENCE AND AUTHORITY This document is a shortened form or summary of the Revocable Living Trust, and can sometimes prove very helpful in dealing with banks, escrow companies, etc. Usually, when conducting business with such institutions, they will require a copy of the trust. Instead of providing an entire copy of the trust, you may present this Certificate of Trust Existence and Authority in its place. if the particular institution does not find this Certificate of Trust Existence and Authority to be sufficient, you may be required to present the entire Living Trust document for their review. ASSIGNMENT OF PERSONAL PROPERTY TO TRUSTEES SCHEDULE “A" AND ADDITIONS/DELETIONS TO SCHEDULE "A" ‘The Schedule "A" will list assets put into trust when the trust is created. Additions to ‘Schedule "A" are utilized for all assets acquired after the trust is prepared. Therefore, if you acquire a new house or different bank accounts, these assets will have to be included in the trust by listing them in the Addendum to Schedule "A". Likewise, any assets removed from the trust should be listed in the Deletions to Schedule *DURABLE GENERAL POWER OF ATTORNEY FOR ASSET MANAGEMENT The durable power of attorney for asset management is a document which allows you to designate certain individuals to administer and manage your personal assets (assets left out of the trust) in the event that you become disabled or incapacitated. If you own assets that are left outside of the trust, you should sign this document before a notary as indicated. DURABLE POWER OF ATTORNEY FOR HEALTH CARE If you become incapable of giving informed consent to health care decisions, tl document allows you to grant a patient advocate (most often a family member) full power and authority to make those decisions for you. This document is often utilized in the event that you become incapacitated. ADVANCED DIRECTIVE(S) This provision, of the Durable Power of Attorney for Health Care, allows you to designate your patient advocate (most often a family member) to carry out your desire not to receive treatment in a life sustaining situation, if in fact this type of procedure is ever required. Your spouse would initially be responsible for carrying out this directive. You may also list a second {ual who will be responsible for carrying out this directive. POUR-OVER WILL (LAST WILL AND TESTAMENT) The Last Will and Testament ("Pour-Over Will") is a document which provides further protection for assets that are inadvertently left out of the Living Trust during the lifetime of the Grantor. Because of this feature, the Pour-Over Will is often referred to as a safety net for all assets left out of the trust. It is utilized to provide an additional statement that all assets, even those left out of the trust originally, are to be included in the trust estate and distributed to beneficiaries accordingly to the provisions of the trust. This particular document lists the names of the Grantor's living children, as well as a nomination and appointment of an Personal Representative to administer the will. The Personal Representative will usually be the same individual listed as tha successor trustee in the Living Trust document. 14n the final page of the Last Will and Testament, you must sign in the presence of at least two (2) witnesses. The witnesses must sign in each other's presence, and the Testator must request the witnesses to sign after having acknowledged that he or she has signed his last Will and Testament. DIRECTIVE TO SUCCESSOR TRUSTEE This document instructs the successor trustee as to what specific details need attention upon your death. This document also instructs your successor trustee as to how you want specific personal property ifems (such as a particular antique, art object, special watch, books, stamp collection, pets, etc.) distributed from your trust to your heirs or personal friends. The item may only have sentimental value, but you may direct that it be given to someone who will The successor trustee should carry out your wishes and make these special ing/distributing your estate. document will require you to list the gift and give the name and address of the recipient to whom the gift will be made. DEED The Deed is used to transfer real property held in the personal name of the Grantor into the name of the trust. 15GLOSSARY OF TERMS LIVING TRUSTS LIVING TRUST: A legal entity established by means of a written trust agreement during the lifetime of the creator of the trust. The terms of the trust agreement govern the operation of the trust funds. GRANTOR: The person who creates the living trust and contributes money and other property to it. TRUSTEE: The person or institution who is responsible for holding, managing and distributing money and other property contributed to the living trust for the exclusive use and benefit of the beneficiaries. BENEFICIARY: One for whose benefit the living trust is created and funded. REVOCABLE LIVING TRUST: A living trust governed by a trust agreement whose terms may be amended, modified or otherwise revoked by the Grantor during his lifetime. LIFE TENANT: A trust beneficiary whose interest consists solely of the use of and income flow from the trust asset(s) during his lifetime. FIDUCIARY: The obligation to manage assets in the same way a prudent person would manage assets. GENERAL ESTATE TAXES: The death taxes imposed by the federal government on the transfer of assets at death. Estate taxes are generally paid by the Personal Representative of the probate estate or the trustee of a living trust. PROBATE: The legal proceeding by which the Probate Court is given full jurisdiction over the assets of the decedent. Probate starts with the filing of the decedent's will with the court and ends after all taxes and debts of the decedent have been paid and the assets accounted for and distributed in accordance with the terms of the decedent's will. Probate usually lasts for at least four months and can often endure for a much longer period of time. GUARDIAN: Court appointed manager of a person. CONSERVATOR: Court appointed manager of property.TESTATOR: A person who makes a will. ESTATE: The legal status of dying with a valid will currently in force. INTESTATE: The legal status of dying without a will, or without a valid will currently in force. PERSONAL REPRESENTATIVE: The person or institution who is appointed by the testator ina will to take care of the testator’s property after the testator’s death (also referred to as, the "personal representative” of the estate). The Personal Representative functions under the jurisdiction of the probate court. HEIR: A person who inherits property (accor from a person who dies intestate. 9 to a state law scheme of distribution) ISSUE: Lineal descendants of all degrees (e.g., children, grandchildren, great- grandchildren, etc.). JOINT TENANCY: A form of property co-ownership between two or more persons whereby the beneficial interest of each co-owner, upon death, inures automatically to the other co- owners notwithstanding any provision to the contrary in the deceased co-owner's will. 17Delivery Acknowledgement The individual delivering your estate plan documents is a licensed notary public and as such can affirm your signature where required, However, this individual is not an attorney and cannot provide legal advice to you or answer any legal questions regarding these documents. If you have any questions regarding these estate plan documents please contact my law office directly. Having selected convenient in-home delivery, again be advised that our law office has a relationship with Heritage Marketing & Insurance Services, Inc. for delivery of your completed estate planning documents. The Representatives are independent contractors who are notaries and are licensed insurance representatives with expertise in financial planning products for use in estate planning. Our law office has no interest in any insurance or financial products and will receive nothing in the event you should determine to include them in your estate planning. The Representative is not an employee of our law office, but is obligated to maintain the confidentiality of your information. The Representative who brings the documents may go over the possibilities with you in regard to certain insurance or financial products. You are under no obligation of any sort to agree with or to obtain or use any of the insurance or financial products, which may be recommended by the Representative. As discussed above, our law office has no financial interest in this aspect of your estate plan and cannot recommend one way or the other as to whether you should use the Representative's service(s) in this regard other than for notarial services. Le Loi lh JAN 18 2007 Member's Signature Date rennetJohn J. Donahue tll, Attorney at Law 23411 Jefferson, Suite 107 St. Clair Shores, MI 48080 (800) 539-3938 Toll Free NOTARY AND WITNESS INSTRUCTIONS FOR ESTATE PLANNING DOCUMENTS Enclosed in this booklet is your estate planning package, including your Trust Agreement. We wish to review with you notary and witness instructions for the execution of the estate planning documents. 1. A Deed needs to be dated, signed and notarized. Please note that the Deed also requires the date of the execution. The Certificate of Trust Existence and Authority must be dated on the first page and then signed and notarized. The Trust Agreement needs to be dated on the first page and signed and notarized at the end of the document. The Assignment of Personal Property to Trustee only requires the date and your signature. The Last Will_and Testament needs to be signed and executed in the presence of two independent and unrelated witnesses. The Durable Power of Attorney needs to be dated, signed and notarized. The Durable Power of Attorney for Health Care must be completed for medical treatment, desires and limitations. The Durable Power of Attorney for Health Care should then be signed by you. It must be witnessed. PLEASE NOTE THAT THE WITNESSES FOR THE HEALTH CARE DOCUMENTS MAY NOT BE RELATED TO YOU, A BENEFICIARY OF YOUR ESTATE, OR A HEALTH CARE PROFESSIONAL.John J. Donahue ill, Attorney at Law 23411 Jefferson, Suite 107 St. Clair Shores, MI 48080 (800) 539-3938 Toll Free FUNDING ACKNOWLEDGMENT This letter serves as acknowledgment that you have received your Living Trust and alll of the accompanying estate planning documents. In addition thereto, your signature below indicates that you have been informed, both orally and in written form the importance of funding your Trust, ie., transferring your assets into your Living Trust name. All assets fisted on Schedule “A”, or any separate property schedules of your Living Trust documents, must be transferred into your trust. By failing to make this transfer on all present and future real and personal assets of value, the assets will remain subject to the probate process. I have read the above instructions and clearly understand the importance of funding my "Living Trust". UNDERSTAND THAT INSTRUCTIONS FOR THE NOTARIZATION AND WITNESSING OF THE ESTATE PLANNING DOCUMENTS ARE EXPLAINED IN THE "NOTARY AND WITNESS INSTRUCTIONS" ATTACHED. | HEREBY ACKNOWLEDGE THAT THE TRUST AGREEMENT, CERTIFICATE OF TRUST EXISTENCE AND AUTHORITY, AND DURABLE POWER OF ATTORNEY WERE NOTARIZED AT THE TIME OF DELIVERY. I FURTHER ACKNOWLEDGE THAT | HAVE HAD MY DURABLE POWER OF ATTORNEY FOR HEALTH CARE AND MY WILL WITNESSED AND SIGNED BY TWO WITNESSES. CLIENT'S INITIALS 22 4. | UNDERSTAND THAT | AM SOLELY RESPONSIBLE FOR THE TRANSFER OF ALL OF MY ASSETS INTO MY LIVING TRUST. PALE EE UB Ue PRINT) ' YA [-/6-27 DATE ATEFUNDING YOUR TRUST The following are instructions on how to transfer your assets into your trust. Transferring assets means changing the title of your personal property into the name of the trust. Remember, it is your responsibility to put your personal property into the trust. When applicable, an example of how property should be titled: “Darrell E. Wilbur, Trustee, under the Darrell E. Wilbur Trust, dated January 1, 2000." (The date for the trust is the date that you signed and notarized the trust documents.) When applicable, an example of the trust as beneficiary: "The Darrell E, Wilbur Trust dated January 1, 2000.” REAL PROPERTY Your trust has initially been prepared with new deeds which retitle your property into your trust. These new deed(s) should be mailed to the County Register of Deeds along with any applicable recording fees. In approximately 1 to 5 months, the County Register of Deeds will return a recorded original to you. For future real estate acquired simply tell the real estate agentlescrow officer to put the property into your trust and supply them with a copy of the Certificate of Trust Existence and Authority. BANK ACCOUNTS, Take your checking, savings accounts and CD books to the bank, with the trust (the “Certificate of Trust Existence and Authority " may be sufficient) to each bank and have the bank retitle the signature card. For your convenience, we have provided a sample letter. STOCKS, BONDS & MUTUAL FUNDS Your stock broker will retitle stocks or bonds into your trust. For most mutual funds, you can retitle them yourself merely by filling out a form provided by the mutual fund. Your mutual fund dealerfrepresentative will be happy to send you the proper forms required. For your convenience we have provided a sample letter. IRA ACCOUNTS If you need to change a beneficiary, your IRA account dealerirepresentative will be happy to send you the form to redesignate the beneficiary, if necessary. DUE TO TAX CONSEQUENCES, YOU SHOULD ALWAYS CONSULT WITH YOUR TAX ADVISOR OR ATTORNEY BEFORE FUNDING YOUR IRA ACCOUNTS.PENSIONS, ANNUITIES & DEFERRED COMPENSATION If you need to change a beneficiary, your account dealer/representative will be happy to send you the form to redesignate the beneficiary, if necessary. DUE TO TAX CONSEQUENCES, YOU SHOULD ALWAYS CONSULT WITH YOUR TAX ADVISOR OR ATTORNEY BEFORE FUNDING YOUR PENSIONS, ANNUITIES & DEFERRED COMPENSATION PLANS. LIFE INSURANCE Your spouse should generally be the primary beneficiary and your trust the secondary beneficiary. Single persons should generally name their trust as the primary beneficiary. Your Insurance agentirepresentative will be happy to send you the form to redesignate the beneficiary. AUTOMOBILES A vehicle does not have to be put into your trust. MCLA § 257.236 allows a spouse or heir of a decedent to take a death certificate and vehicle title to the Michigan Secretary of State office to transfer the vehicle. BUSINESS INTERESTS (PARTNERSHIPS & S CORPORATIONS) Partnerships - These should be assigned to the trust according to the provisions in the partnership agreement. 'S Corporations - Special considerations must be taken with S corporations. Legal advice is required to make the necessary partnership assignments, “Buy-Sell” agreements or other arrangements that will protect your business interests and keep them out of probate. NOTES, SECURED & UNSECURED An assignment of your interest to the trustee will be needed to put these properties into your trust. HOUSEHOLD FURNISHINGS & TANGIBLE PERSONAL PROPERTY These items are placed in the trust by the “Assignment of Personal Property to Trustees” located in the trust documents. If you would like to make special gifts of these items you may amend the trust or deliver to the trustee a signed and dated handwritten list of the beneficiaries for the specific items. MISCELLANEOUS, The pour-over-will is designed to catch anything that you did not put into the trust and “pour” these items into the trust at death. This is only a safety mechanism. Items caught by the pour-over-will probably have to be probated. 24CERTIFICATE OF TRUST EXISTENCE AND AUTHORITY OF THE DARRELL E. WILBUR TRUST TO: ALL BANKS, SAVINGS AND LOAN ASSOCIATIONS, MUTUAL FUNDS BROKERS, TITLE INSURERS, TRANSFER AGENTS, AND OTHER PERSONS AND INSTITUTIONS: |, DARRELL E. WILBUR, as Trustee of THE DARRELL E. WILBUR TRUST, certify as follows: 4. CREATION OF TRUST The trust was created on JAN 18 2007 DARRELL E. WILBUR, as Grantor, under a Declaration of Trust executed on that date. » by 2. NAME OF TRUST The name of the trust is THE DARRELL E. WILBUR TRUST. 3. TRUSTEES a. The currently acting Trustee of the trust is DARRELL E. WILBUR. b. __ The successor Trustee is SHARON BERGERSTRESSOR. Upon removal of SHARON BERGERSTRESSOR as Trustee, the successor Trustee is designated as PAULA JEAN GILMORE. 4. TRUST PROPERTY The Trustees are now holding as Trustees of the trust one or more items of property, which constitute the trust property. 5. REVOCABILITY OF TRUST The trust is revocable. The person holding the power to revoke the trust is DARRELL E. WILBUR.6. POWERS OF TRUSTEES The Trustees have the following powers for managing the trust and the trust property: a. General Powers of the Trustees Under Michigan Estates and Protected Individual Code, the Trustees have all of the powers given to Trustees under Michigan law plus any other powers, discussed below, given by the trust. b. Financial Powers of the Trustees The Trustees have certain powers to conduct any financial transactions for the trust. These powers include the power to open and maintain checking accounts and savings accounts in any insured banks, savings and loans, or other financial institutions; the power to invest trust property; the power to borrow money; and the power to lend money to any beneficiary of the trust or to guarantee loans, using trust property, to any beneficiary of the trust. The Trustees also have the power to execute all papers that are necessary fo carry out these powers. The Grantor have also specifically given the Trustees the power to borrow money for any trust purpose from any entity and to obligate the trust for repayment; the power, in order to secure repayment of any loan, to encumber any trust property by mortgage, deed of trust, pledge, or other method; the power to renew, extend, or replace any loan; and the power to pay any obligations of the trust. The Grantor has also specifically given the Trustees the power to invest trust property. c. Powers of the Trustees for Management and Control! of Real Property The Grantors have specifically given the Trustees the power to manage, control, improve, and maintain all real property of the trust; the trustees have the power to sell, convey, exchange, partition, and divide trust property; the power to grant options for the sale or exchange; and the power to lease trust property for any purpose, regardless of the length of the lease. ‘The Trustees have the power to subdivide or develop land belonging to the trust. The Trustees may make any repairs or alterations in any building or other property belonging to the trust. The Trustees have the power to purchase insurance, paid by the trust, to cover any trust property. 3-2Further, the Trustees have the powers to acquire or dispose of trust property, to manage trust property, to mortgage or encumber trust property, to repair or alter trust property (including the power to demolish or to build any improvements on trust property), to develop, subdivide, and dedicate to public use any trust property land, to lease any trust property, to obtain property by lease, and to lease any mineral rights of any trust property or obtain mineral rights to property for the trust. d. Powers of the Trustees for Management and Control of Securities and Investments The Grantor have specifically given the Trustees the powers to exercise for any security belonging to the trust all rights, powers, and privileges of an owner, including the power to vote, give proxies, and pay any assessments or other sums deemed by the Trustees necessary for the protection of the trust property. The Trustees also have the power to participate in voting trusts, pooling agreements, foreclosures, reorganizations, consolidations, mergers, and liquidations and to deposit securities with or and transfer title to any protective or other committee. The Trustees also have the power to exercise- or sell stock subscription or conversion rights and to accept and retain as investments of the trust any securities or other property received through the exercise of any of the powers given to ‘the Trustees. Further, the Trustees have the power to hold securities or other trust property in the Trustees’ own names or in the name of a nominee, with or without disclosure of the trust, or in unregistered form. The Trustees have the power to deposit securities in a securities depository that is either licensed or exempt from licensing. e. Powers of the Trustees for Operation and Control of Business Entiti Including a Farm or Ranch The Trustees have the power to continue or participate in the operation of any business, including a farm or ranch, belonging to the trust and to change the form of the business. However, the Trustees may continue the operation of the business only for a reasonable period of time pending the sale of the business or a court order. 7. TAXPAYER IDENTIFICATION NUMBER United States Treasury Regulations § 1.671-4, § 1.6012-3(a)(9), and § 301.6109-1(a)(2) provide that the Grantor's social security number may be use u of a separate taxpayer identiieation uspber for the tryst. The Taxpayer Identification Number of this trust is 2. which is the social security number of "DARRELL E. WILBUR. 338, MANNER IN WHICH TITLE TO ASSETS SHOULD BE TAKEN Title to trust assets should be taken in the following form: "DARRELL E. WILBUR, as Trustee of THE DARRELL E. WILBUR TRUST dated AN 1.8 2007 9. NO REVOCATIONS, MODIFICATIONS, OR AMENDMENTS ‘The Trust has not been revoked, modified, or amended in any manner which would cause the representations contained in this Certificate of Trust Existence and Authority to be incorrect. 10. SIGNED BY ALL CURRENTLY ACTING TRUSTEES This Certificate of Trust Existence and Authority is being signed by the currently acting Trustee of the trust. 41. ACCURACY This Certificate of Trust Existence and Authorit the matters referred to herein. is a true and accurate statement of 42, TRUST VALIDITY The validity of this trust and the construction of its provi laws of the state of Michigan. ns are governed by the 13. SIGNATURE AUTHORITY Allof the Trustees are required to sign in order to exercise the powers of the Trustee under the trust, except that any Trustee may, from time to time, delegate to the other Trustee routine acts of trust administration. 14, MCLA § 700.7404 provides as follows: With respect to a third person dealing with a Trustee or assisting a Trustee in the conduct of a transaction, the existence of a trust power and its proper exercise by the Trustee may be assumed without inquiry. The third person is not bound to inquire whether the Trustee may act or is properly exercising the power. A third person, without actual knowledge that the Trustee is exceeding a trust power or improperly exercising it, is fully protected in dealing with the Trustee as if the Trustee possessed and properly exercised the power the Trustee purports to exercise. A third person is not bound to assure the Proper application of trust property paid or delivered to the Trustee. 341 declare under penalty of perjury under the laws of the State of Michigan that the foregoing is true and correct. 2 DARRELL E. WILBUR WITNESSES: ACKNOWLEDGMENT STATE OF MICHIGAN ) )ss. countyor Cajheuq ‘Sworn to and signed in my presen: ite by DARRELL E. WILBUR, Jrustee, and sworn to and signed in. co by PU {and witnesses,on JAN 6 2050" ©” * ao08 6 5G, , Notary Public Notary pul State of Michigan, County of My commission expires: PANOHLLE Ose NOTARY PUBUC- STATE OF ARON Acting in the County of CALHOUN CO con te. mbgie cacy ee aca 35DECLARATION OF TRUST OVERVIEW OF PERTINENT INFORMATION THE DARRELL E. WILBUR TRUST 1. Initial Grantor and Trustee( DARRELL E. WILBUR Ml, Successor Trustee(s): SHARON BERGERSTRESSOR PAULA JEAN GILMORE In the event of death or incapacitation of the Trusteo(s), the above named individuals are appointed to serve as successor trustees, as specified in the trust agreement. Trust Property: Initial corpus of one hundred dollars ($100.00) and all assets listed in Schedule A. a4TABLE OF CONTENTS ARTICLE I. TRUST PROPERTY... vs ~ 7 5 ‘A, ORIGINAL TRUST ESTATE a B, Nawe or Trust. 5 ©. Appitions To Trust ESTATE 5 ARTICLE Il, TRUSTOR'S RIGHTS. svi A, AMENDMENT AND REVOCATION 5 B. INCAPACITY OF TRUSTOR, 5 C. CONSERVATORSHIP OR GUARDIANSHIP. 6 D. INVESTMENT OF TRUST ESTATE. 6 E. CHARACTER OF PROPERTY 6 ARTICLE Ill. DISPOSITIVE PROVISIONS DURING TRUSTOR'S LIFETIME. A. PAYMENTOF EXPENSES 6 B, DISTRIBUTION OF INCOME, 7 C._DistRIBuTION oF PRINCIPAL 7 ARTICLE IV. DISPOSITIVE PROVISIONS AFTER DEATH OF TRUSTOR... ‘A. PRORATION OF TRUST ESTATE. B. PAYMENT OF EXPENSES oF TRUSTOR'S ESTATE C. PAYMENT OF EXPENSES OF ADMINISTRATION D._DistRIBUrION oF Gis. E, _ DISTRIBUTION OF REMAINDER OF TRUST ESTATE. F. DISTRIBUTION OF DECEASED BENEFICIARY'S SHARE G.__ DISTRIBUTIONS OF INCOME AND PRINCIPAL. H. DISTRIBUTION IF SPECIAL NEEDS TRUST REQUIRED. | GSST Provisions. oa w ARTICLE V. ADDITIONAL DISPOSITIVE PROVISIONS .. cn ‘A. DISCRETIONARY TERMINATION : B B, _ ENVIRONMENTAL CONCERNS. B 4. Inspection and Resonse. 13 2. Remediation B 3. Refusal of Assets. 13 4. Settle Claims. 13 5. Declination or Resignation. B 6 Special Trustee. 4 7. Costs 4 8 Definitions and Limitations. 14 C. RULE AGAINST PERPETUITIES. : : 14 D. — SPENDTHRIFT PROVISION... - i 4 1. Distribution to Beneficiary. 15 2. Disposition of Excess. 15 E. SwuLTANEOUS DEATH... i nel F, PROBATE COURT JURISDICTION AVAILABLE itis 42ARTICLE VI, TRUSTEE'S POWERS. A. POWER TO RETAIN TRUST PROPERTY AND COMPLY WITH EXISTING AGREEMENTS 1s B. POWER TO MANAGE TRUST PROPERTY..... i 16 ©. Power toINvest 16 D. Power TO RETAN TRUST PROPERTY WITHOUT DIVERSIFICATION : 16 E. Power To RETAIN UNPRODUCTIVE PROPERTY ue F. Power To Borrow. 7 G. POWER TO MANAGE SECURITIES, : : : 17 H. POWER TO PARTINON, ALLOT ANO DISTRIBUTE... 17 1 Power To DETERMINE PRINCIPAL. AND INCOME 7 J. POWER TO DisTRIBUTE INCOME : : : 7 KK. PoweR TO Employ Counsel. W L._ PoweR TO Pay TAKES AND EXPENSES RELATIVE TO TRUST PROPERTY 18 M. PoweR To HoLb TRUST PROPERTY IN THE NAME OF A NOMINEE... 18 N. POWER TO DISTRIBUTE TO OR FOR THE BENEFIT OF MINOR OR DISABLED BENEFICIARY Is 0. Power To Pay TAXES 18 P. Power T0 Leno. q : 1B Q. POWER TOINSURE 18 R._ POWER TO COMMENCE OR DEFEND LITIGATION AND TO COMPROMISE. 18 S. POWER TO WITHHOLD PAYMENT PURSUANT TO CONFLICTING CLAIRS, 8 T. POWER TO ADJUST FOR TAX CONSEQUENCES 19 U. Power To SUBJECT TRUST PROPERTY TO PROBATE. 9 V. Power ro DetecaTe : : 19 W. PoweR 0 MAKE GIFTS ne vena LD X. POWER To RevoKe 19 Y. Power To PURCHASE OpTiONs. : : ace . nO Z. POWER TO DELEGATE AUTHORITY. 20 ARTICLE Vil. LIMITATION OF POWERS.. ‘A. MANAGEMENT OF PRINCIPAL AND INCOME.. 20 B. FIDUCIARY CAPACITY OF TRUSTEE, 20 C. INVASION OF PRINCIPAL BY TRUSTEE 20 ARTICLE Vill. RECORDS AND ACCOUNTING . ARTICLE IX. COMPENSATION OF TRUSTEE ARTICLE X. SUCCESSOR TRUSTEES. DESIGNATION OF SuccESsOR TRUSTEE POWERS AND RESPONSIBILITY OF SUCCESSOR TRUSTEE (GUARDIANSHIP OR CONSERVATORSHIP OF TRUSTEE RESIGNATION OF TRUSTEE REMOVAL OF TRUSTEE DELEGATION oF PowER TO CO-TRUSTEE(S) AND OTHER AGENTS. REQUIRED CONSENT OF Co-TRUSTEES. VACANCY IN TRUSTEESHIP. FOREIGN ASSETS, ARTICLE XL. BOND rranmoom> 43ARTICLE XII. GOVERNING LAW. eee : ARTICLE Xill. MERGER., ARTICLE XIV. NO-CONTEST CLAUSE ARTICLE XV. MISCELLANEOUS PROVISIONS APPLICABLE TO TRUST AGREEMENT. a4 A. CHOICE oF Law. 24 B, _DisTRIGUTION REQUIRED By COURT 24 C.VIOLATION OF Law: i i 25 D. EXERCISE OF POWER OF APPOINTMENT IN VIOLATION OF LAW S E. Eoucanion 25 F. _ NomIce To TRUSTEE. a 25 G. PHYSICAL DIVISION OF SEPARATE TRUSTS NOT REQUIRED 3 H. CONSOLIDATION OF TRUSTS, 1. POWER TO DISTRIBUTE IF POWER OF APPOINTMENT NOT EXERCISED. 26 J. SURVIVORSHIP PROVISION, 26 K. Disctamers 26 LL. RIGHT OF REPRESENTATION... : 26 M. STATUTES, CODES AND REGULATIONS. sn D6 N. "SHALL" AND "May" 26 ©, GENDER AND NUMBER... i. 27 P. HeaoiNcs 27 44istribution_of Remainder of Trust Estate. Upon the death of the Grantor, the Trustee shall, after paying or reserving for all amounts payable, as provided in ARTICLE IV.A. through D., divide the remainder of the trust estate into three (3) equal shares and distribute one (1) share each to RICHARD WILBUR, AMY WILBUR and PAULA JEAN GILMORE set forth as follows and shall hold, administer and distribute each share according to the provisions of ARTICLE IV.F. hereinbelow. F. Distribution of Deceased Beneficiary's Share. In the event a beneficiary named in Paragraph E. of this ARTICLE IV. is not then living, the share of such deceased beneficiary shall be divided among the surviving beneficiaries, subject to ARTICLE IV.G. hereinbelow. G. __ Distributions of Income and Principal. The Trustee may pay to or apply for the benefit of each beneficiary for whom a trust is then held who has not yet attained the age of twenty-one (21) years as much of the net income of said trust as the Trustee shall determine to be in the best interest of and tending to promote the welfare of such beneficiary, after taking into consideration, to the extent the Trustee deems advisable, any other income or resources of such beneficiary. Any income not distributed shall be accumulated and added to and become part of the principal of said trust. After a beneficiary for whom a trust is then held attains the age of twenty-one (21) years, the Trustee shall pay to or apply for the benefit of such beneficiary the net income of said trust in convenient intervals not less frequently than quarter-annually. 2. If the Trustee deems the net income available hereunder not sufficient to provide for the reasonable health, support, maintenance and education of any beneficiary for whom a trust is then held, taking in any other income and financial resources of such beneficiary, so far as known to the Trustee, it may, as often as it deems necessary, pay to or apply for the use and benefit of such beneficiary such part of the principal of the respective trust of such beneficiary, up to and including the whole thereof, as is necessary for the reasonable health, support, maintenance and education of such beneficiary. 3. The Trustee, in its discretion, may make net income or principal payments to a minor or a beneficiary under disability by making such payments to the guardian or conservator of his or her person, to a custodian under a Uniform Transfers to Minors Act or similar statute applicable in the State of Michigan, or to any suitable person with whom he or she resides, or the Trustee may apply such payments directly for the beneficiary's benefit, including any reimbursement to a friend or relative for amounts properly advanced for the beneficiary's benefit. The Trustee may make net income or principal payments directly to a minor child if, in the Trustee's discretion, such child is of sufficient maturity to manage such distribution. 4. Upon the death of a beneficiary for whom a trust is then held prior to final distribution fo such beneficiary, if said decedent is survived by issue, that portion of such trust (including both principal and any accrued or undistributed income) which is not exempt from the generation-skipping transfer tax imposed by Chapter 13 of the Internal Revenue Code of 1986 (or any successor provisions) shall be distributed to such one or more persons or entities, including the decedent's estate, and on such terms and conditions, either outright or in trust, as the 48decedent shall have appointed by the last dated instrument delivered fo the Trustee, including a Will (whether or not admitted to probate), specifically referring to and exercising this power of appointment. Any of such portion of the trust as is not appointed, together with that portion of the trust that is exempt from the generation-skipping transfer tax, shall be distributed to the issue of the beneficiary, and if none, then according to the terms set forth in this ARTICLE hereinabove providing for the distribution of the remainder of the Trust Estate. 5. There need be no physical segregation or division of the various trust shares except as segregation or division may be required by the termination of any of the trusts, but the Trustee shall keep separate accounts for the different undivided interests. ‘Subject to a possible retention of some or all of the assets of the trust estate by the Trustee pursuant to ARTICLE VI S., whenever any beneficiary for whom a trust is then held shall have attained the age of twenty-five (25) years, the Trustee shall distribute to such beneficiary, free of trust, the entire principal and accumulated income, if any, of his or her separate trust. 7. In the event that there shall be no surviving named beneficiaries, including issue as set forth herein, the trust shall terminate and the proceeds shall be distributed to the then surviving heirs at law of the Grantor, as determined by the laws of intestate succession then existing in the State of Michigan; excluding, however, any provision for distribution to heirs of a predeceased spouse. 8 The terms “child” and “children” shall include both natural and legally adopted children, and the term “issue”, unless otherwise designated herein, shall include adopted "issue" of descendants and lineal descendants, both natural and legally adopted indefinitely. Such term shall specifically exclude individuals adopted out of the family of Grantor or out of the family of a descendant of Grantor. The word “living” shall include unborn persons in the period of gestation. H. Distribution If Special Neods Trust Required. In the event any beneficiary entitled to receive a distribution from the trust estate is also receiving government benefits that would impair the beneficiary's continued right to recsive the government benefits, then the funds that were to be distributed to the beneficiary shall instead be held, administered, and distributed by the Trustee for the benefit, welfare, and education of the beneficiary, pursuant to the provisions set forth below. 1. The primary beneficiary of this trust has a disability that substantially impairs the beneficiary's ability to provide for the beneficiary's own care or custody and constitutes a substantial handicap. ‘The purpose of this trust is to provide financial aid that is supplemental to, rather than a replacement for, government benefits provided to the beneficiary, without disturbing government benefits that would be available to the beneficiary if the trust did not exist. The Trustee shall hold, administer, and distribute all property allocated to the trust for the benefit of the following beneficiary during the beneficiary's lifetime, unless this trust is earlier terminated. 492. In accordance with the purpose of this trust and subject to the guidelines provided below, the Trustee may pay to or apply for the benefit of the beneficiary as much of the trust net income as the Trustee determines, in the Trustee's sole discretion, to be necessary or desirable to meet the beneficiary's special needs. “Special needs” are items or services that the Trustee considers necessary for the beneficiary's health, protection, and welfare and that cannot, in the Trustee's opinion, be provided by grants, services, and supplies available through any public agency, office, or department of Michigan, any other state, or the United States. "Special needs" may include funds, items, or services that enhance the beneficiary's quality of life. Examples of funds, items, or services meeting special needs are incidental spending monoy, travel funds, personal items such as radios and televisions, gifts on the beneficiary's behalf to friends and relatives, a paid companion, health care services, supplies, and special equipment, training programs, and rehabilitation supplemental to those that the beneficiary is entitled to receive under a government assistance program. The Trustee is neither obligated nor compelled to make any distribution, Any undistributed income shall be accumulated and added to principal. 3. The Trustee shall seek support and maintenance for the beneficiary from all available public resources, including but not limited to Social Security payments, Supplemental Security Income, Social Security Disability Insurance, Veterans Administration benefits of every kind, and any payments administered by the Michigan Family Independent Agency (FIA) or the Michigan Department of Community Health (MDCH). If the Trustee receives government assistance benefits on the beneficiary's behalf, the Trustee shall collect, expend, and account for those benefits separately from, and not commingle them with, all other assets of this trust. 4. The Trustee shall not use or distribute trust assets that will: a. _ Make the beneficiary ineligible for public benefits otherwise available to the beneficiary from any public agency, office, or department of Michigan, any other state, or the United States; b. Cause the trust assets to bear all or part of any costs of treatment, equipment, or other assistance that would otherwise be paid by a government agency or benefits program; or c, Pay for services, including re by any government agency or unit. jential care, rendered to the beneficiary 5. The Trustee shall not reimburse from trust assets any amounts claimed by any government agency for material goods, services, or funds provided to the beneficiary. 6. For purposes of determining the beneficiary's government assistance eligibility, no part of the principal or undistributed income of the trust estate shall be considered available to the beneficiary. The Trustee shall deny any beneficiary request for the Trustee to (1) release principal or income of the trust to or on behalf of the beneficiary to 410pay for equipment, medication, or services that FIA, MDCH, or other government agencies could provide if the trust did not exist; or (2) petition the court or any other administrative agency for the release of trust principal or income for this purpose. The Trustee may, in the Trustee's discretion, take necessary administrative or legal steps to protect the beneficiary's FIA or MDCH eligibility, including obtaining a ruling from a court of competent jurisdiction that the trust principal is not “available” to the beneficiary for purposes of ing FIA or MOCH eligibility. Expenses for this purpose, including reasonable attorney fees, will be a proper charge to the trust estate. All references in this instrument to "FIA or MDCH" include any other state's Medicaid program equivalent. 7. No interest in the principal or income of this trust may be anticipated, assigned, encumbered, or subject to any creditor's claim or to legal process before actual receipt by the beneficiary. Because this trust is intended to be conserved and maintained for the beneficiary's special needs, no part of the trust principal or income may be subject to the claims of voluntary or involuntary creditors for any costs incurred or sums expended by any public agency, office, or department of Michigan, any other state, or the United States, for the provision of care and services (including residential care) to or for the beneficiary (whether prospectively or in reimbursement). The beneficiary of the trust has a fisability that substantially impairs the beneficiary's ability to provide for the beneficiary's own care or custody and constitutes a substantial handicap. 8. fa court or government agency determines in the Trustee's opinion that the trust renders the beneficiary ineligible for government benefits for which the beneficiary would be eligible if the trust did not exist, the Trustee shall evaluate the financial loss caused to the beneficiary by the beneficiary's ineligibility for government benefits as compared to the financial gain to the beneficiary resulting from the trust's continued operation, to determine whether to maintain the trust in operation or to terminate the trust. If the Trustee determines that the benefits conferred by the trust do not outweigh the detriment caused by the loss of government benefits, the Trustee may, in the Trustee's sole ibute the trust assets according to the provisions 9. The Trustee shall terminate this trust and distribute its assets as provided in subparagraph 12. if a. A court of competent jurisdiction issues an order compelling the Trustee to reimburse a government agency for payments made, services rendered, or materials supplied to or for the beneficiary by that agency; or b. The Trustee determines, in the Trustee's sole discretion, that the trust may be subject to garnishment, attachment, or execution by any creditor {including a government agency) and that no appeal or any other legal remedy can defeat the order for reimbursement or anticipated garnishment, attachment, or execution, or that legal challenge to that order, garnishment, attachment, or execution would be excessively costly to the trust in view of 9 trust assets and the needs of any other beneficiary. an10, Ifthe trust terminates during the beneficiary's lifetime, the Trustee shall, after paying the expenses of trust administration and termination, distribute the remaining trust principal, together with any undistributed income, as designated in subparagraph 12. below. Each person receiving property is requested, but not directed, to conserve, manage, and distribute the proceeds of the former trust estate for the benefit of the former beneficiary of the trust, in accordance with the provisions set forth in this trust for administration and distribution of the trust assets while the original beneficiary was beneficiary of this trust. 11, The Trustee may, in the Trustee's discretion, pay lastillness and funeral ‘expenses, any death taxes attributable to any part of the trust estate, and expenses from the administration or distribution of the trust estate. The Trustee shall not pay expenses for which, in the Trustee's opinion, there is an adequate source of payment outside the trust. The Trustee shall also not pay expenses incurred by or on behalf of the beneficiary during the beneficiary's life if a government benefits program was obligated to meet those expenses while the beneficiary was alive. 12. At the death of the beneficiary, the Trustee shall distribute any remaining balance of the trust estate (including accrued income and undistributed income) to one or more of the group consisting of the class specified below, on such terms and conditions (outright, in trust, or by creating further powers of appointment) as the beneficiary shall appoint in a valid will or inter vivos document executed after the Grantor's death, specifically referring to and exercising this power of appointment. If the beneficiary does not effectively appoint all the trust estate, the Trustee shall distribute the trust property amongst the beneficiary's issue by right of representation, and if none, then to the Grantor's issue by right of representation. L GSST Provisions. The Trustee has the authority to allocate any portion or all of a Grantor's generation skipping tax exemption (hereinafter exemption”) provided under the Internal Revenue Service Code. The trustee may allocate the exemption to any property as to which that Grantor is the transferor, including any property transferred by the Grantor during that Grantor's lifetime as to which that Grantor did not make any such allocation prior to that Grantor's death. The Trustee has the authority to make the special election under 26 U.S.C. § 2652(a)(3) and any other applicable generation skipping tax election. If the Internal Revenue Service code is interpreted in such a way as to deny the Trustee the power to allocate, or exercise any election, the Trustee is expressly authorized to instruct the Grantor's Personal Representative to allocate the ‘exemption or exercise the election. To avoid creating a partially exempt trust, the Trustee may divide any trust created hereunder to permit an allocation of the exemption solely to one trust which would be entirely exempt from the generation skipping transfer tax (hereinafter the “tax”). The trustee may divide the trust into two separate trusts of equal or unequal value so that one trust will have an inclusion ratio of zero and the other trust will have an inclusion ratio of one. If the Trustee adds property to a trust that is exempt, and the addition would partially subject the trust to the tax, the Trustee may hold the property in a separate trust in lieu of making the 4-12TRUST AGREEMENT THIS TRUST AGREEMENT made this day of JAN 18 2007 between DARRELL E. WILBUR, of the County of CALHOUN, State of Michigan, herein designated as Grantor, and DARRELL E, WILBUR, herein designated as Trustee. The term “Trustee” shall include Co-Trustees. ITIS AGREED BETWEEN THE PARTIES HERETO AS FOLLOWS: ARTICLE I. ‘TRUST PROPERTY A. Original Trust Estate. The trust estate shall consist of the initial corpus of one hundred dollars ($100.00) and all assets listed in the Assignment of Personal Property to Trustees, and related Schedule ‘A’. All property subject to this instrument is referred to as the trust estate and shall be held, administered, and distributed according to this instrument. THE DARRELL E. WILBUR TRUST. B. Name of Trust. The name of this trust C. Additions to Trust Estate. Additional property may be added to the trust estate at any time by the Grantor, or by any person or persons, by inter vivos or testamentary transfer. Such additions and title to any property so added may be, but need not be, evidenced by amendment to this agreement or by schedule, deed, assignment, or other writings transferring property to the Trustee. All such original and additional property is referred to herein collectively ‘as the trust estate and shall be held, managed and distributed as herein provided ARTICLE Il. GRANTOR'S RIGHTS A. Amendment and Revocation. During the lifetime of the Grantor, this trust may be altered, amended or revoked, in whole or in part, by written instrument signed by the Grantor and filed with the Trustee, and upon any revocation, all such assets shall return to the Grantor free of trust. By way of construction, all property transferred to the trust is separate property of the Grantor and shall remain separate property in this trust. After the death of the Grantor, this trust may not be altered, amended or revoked. B. Incapacity of Grantor. if at any time, in the Trustee's discretion, or as certified in writing by two (2) licensed physicians, not related by blood or marriage to the Grantor or any beneficiary of this trust, the Grantor has become physically or mentally incapacitated, the Trustee shall apply for the Grantor's benefit as much of the net income and principal of the trust estate as is necessary, in the trustee's discretion, to provide for the Grantor's health, education, maintenance, comfort, welfare, or happiness. 45The Trustee shall so act whether or not a court of competent jurisdiction has declared the Grantor competent or has appointed a conservator. If a conservator has been appointed for the Grantor, however, the Trustee shall take into account any payments made for the Grantor's benefit by the conservator. This power of the Trustee shall remain in effect until in the Trustee's discretion, or as certified in writing by two (2) licensed physicians, not related by blood or marriage to the Grantor or any beneficiary of this Trust, the incapacity is removed and the Grantor is again able to manage the Grantor's own affairs. C. _ Conservatorship or Guardianship. In the event that the Grantor shall be legally declared a Conservatee or a Ward of the court, and the income from the trust shall be insufficient to provide for the proper health, support and maintenance of the Grantor, the Conservator or Guardian of the Grantor shall have the right, with the approval of the appropriate court, to invade the trust for the benefit of the Grantor to the extent that the Grantor could have invaded the trust had the Grantor not been, at that time, subject to a Conservatorship or Guardianship. The power of the Grantor to revoke or amend this trust is personal to the Grantor and shall not be exercisable in the Grantor's behalf by any Conservator or Guardian or other person, except that revocation or amendment may be authorized, after notice to the Trustee, by the court that appointed the Conservator or Guardian. D. Investment of Trust Estate. While the Grantor is living and competent, the Grantor may, at any time or times, direct the Trustee in writing to invest the trust estate in specific securities, properties or investments, to retain as part of the trust estate any securities, properties or investments for such length of time as such directions may provide, or to sell, encumber, lease, manage, control or dispose of any property of the trust estate. The Trustee shall not be liable for any loss sustained or incurred by reason of compliance by such Trustee with any such written directions of the Grantor. E. Character of Property. Regardless of the locat property transferred to this trust shall remain personal property. n of such property, any personal ARTICLE ttl, DISPOSITIVE PROVISIONS DURING GRANTOR'S LIFETIME A. Payment of Expenses. The Trustee shall pay or reserve sufficient funds to pay all ‘expenses incident to the establishment, management and administration of the trust estate, including the compensation of the Trustee, all or any part of which may, in the discretion of the Trustee, be charged either to income or principal of the trust estate. The remaining income shall be and is hereinafter referred to as “net income". 46B. Distribution of Income, During the lifetime of the Grantor, the Trustee shall pay to the Grantor, or shall apply for the Grantor's benefit, the net income of the trust in quarter-annual or more frequent intervals. C. Distribution of Principal. If the Trustee considers the net income insufficient, the Trustee may pay to or apply for the benefit of the Grantor as much of the principal of the trust estate as is necessary, in the Trustee's discretion, for the proper health, education, support, maintenance and comfort of the Grantor, in accordance with the accustomed manner of living of the Grantor at the date of this instrument. The Trustee shall exercise this power to invade principal ina liberal manner. ARTICLE IV. DISPOSITIVE PROVISIONS AFTER DEATH OF GRANTOR A. Proration_of Trust Estate. Except as otherwise specifically provided in this instrument (or in the Grantor's Will directing that the property passing under the Will be applied to the satisfaction of a tax), all estate and other inheritance taxes, including interest and penalties, imposed on or by reason of the inclusion of any portion of the trust estate in the gross taxable estate of the Grantor may be paid by the Trustee and charged to, prorated among, or recovered from the trust estate of the persons entitled to the benefits under these trusts as provided in the Michigan Estates and Protected Individual Code and applicable provisions of the Internal Revenue Code. The trust estate includes property subject to probate administration that is directed to be added to the trust estate by reason of the Grantor's death. B. _ Payment of Expenses of Grantor’s Estate. On the death of the Grantor, the Trustee may, in the Trustee's discretion, pay, out of the trust, the debts of the Grantor; the estate and inheritance taxes, including interest and penalties, arising because of the Grantor's death; the last illness and funeral expenses of the Grantor; and attorneys’ fees and other costs incurred in administering the Grantor's estate. The Trustee may pay any such taxes directly or, alternatively, in the sole discretion of the Trustee, distribute such sums to the Personal Representative as shall be necessary to pay all or any portion of such taxes. The Successor Trustee must give notice to Grantor's creditors. The notice must contain the name of the trust's deceased Grantor; the trust name; the date the trust was established; and the name and address of the Successor Trustee. C. Payment of Expenses of Administration. Upon the death of the Grantor, the Trustee shall pay or reserve sufficient funds to pay all expenses of management and administration of the trust estate, including the compensation of the Trustee and the attomey, all or any part of which shall be charged, in the Trustee's discretion, to income andlor principal of the trust estate. The remaining income shall be and is hereinafter referred to as “net income". D. istribution of Gifts. The Trustee shall distribute gifts of trust property, subject to the provisions of ARTICLE IV.G. hereinbelow, to beneficiaries as follows: None. 47addition. Except as otherwise provided in this Trust, any trusts created by dividing another trust shall have the same terms and conditions as this Trust. With respect to each trust, the Trustee may (1) make different tax elections for each trust; (2) expend the principal and exercise discretionary powers differently with respect to each separate trust; and (3) invest the principal differently in each trust. Upon any distribution, if a generation skipping transfer tax is payable by a beneficiary, the Trustee shall charge the tax fo the trust to which the tax relates. If any termination of an interest in the trust property is a taxable termination subject to the tax, the trustee shall pay the tax from the portion of the property, or trust, to which the tax relates, without adjustment of the relative interests of the beneficiaries. ARTICLE V. ADDITIONAL DISPOSITIVE PROVISIONS ‘A. Discretionary Termination. if the value of the trust estate or of any segregated share held as a separate trust is determined by the Trustee to be valued at $10,000.00 or less, then such trust may, in the discretion of the Trustee, be terminated and the remainder of such trust shall be distributed to the person then entitled to the income therefrom. B. — Environmental_Concerns. Respond to environmental concerns and hazards affecting trust assets, including but not limited to the following: 1. Inspection and Response_ Inspect assets and the operation of business activities, including assets held in or operated by sole proprietorships, partnerships, corporations, limited liability companies, or any other form of entity, for the purpose of determining compliance with environmental law affecting such assets and respond to any actual or threatened violation of any environmental law affecting assets held by or tendered to Trustee. 2. Remediation. Take any action necessary to prevent, abate, or otherwise remedy any actual or threatened violation of any environmental law affecting assets held by Trustee, either before or after the initiation of an enforcement action by any governmental body. 3. Refusal of Assets Refuse to accept assets in trust if Trustee determines that the assets to be transferred to the trust either are or may be contaminated by a hazardous substance or have been or are being used for any activity directly or indirectly involving a hazardous substance that could result in liability to the trust or otherwise impair the value of the trust assets. 4, Settle Claims. _Settle or compromise at any time all claims against the trust that may be asserted by any governmental body or private party involving the alleged violation of any environmental law affecting assets held in the trust. 5. Declination or Resignation _Decline to serve or resign as Trustee if Trustee reasonably believes that there is or may be a conflict of interest between it in its fiduciaryasserted against it on behalf of the trust because of the type or condition of assets held therein. 6. Special Trustee, Appoint an independent special Trustee to hold title to any assets tendered to the trust and take any reasonably required action, as set out above, relating to environmental law, until the time that Trustee determines no substantial risk exists if the tendered assets were to become a part of the trust assets or abandons the tendered assets. 7. Costs Charge the cost of any inspection, review, abatement, response, cleanup, settlement of claim, or remedial action authorized in these provisions against the trust assets. 8. Definitions and Limitations For purposes of these provisions, “environmental law" means any federal, State, or local law, rule, regulation, or ordinance relating to protection of the environment or human health, and “hazardous substance” means any substance defined as hazardous or toxic or otherwise regulated by any environmental law. Trustee shall not be personally liable to any beneficiary or other party for any decrease in the value of assets in the trust by reason of Trustee's compliance with any environmental law, including any reporting requirement under such law. Neither the acceptance by Trustee of assets nor a failure by Trustee to inspect assets or business operations shall create any inference that there is or may be any liability under any environmental law with respect to such assets or business operations. The authority granted by these provisions is solely to facilitate the administration and protection of trust assets and is not to impose greater responsibility or liability on Trustee than imposed by law absent these provisions. C. Rule Against Perpetuities. Unless terminated eartier in accordance with other provisions of this instrument, all trusts created under this instrument shall terminate the longer of 24 years or the maximum permitted under Michigan Estates and Protected Individual Code, after the death of the last survivor of the beneficiaries living on the date of the death of the first Grantor to die. The principal and undistributed income of a terminated trust shall be distributed to the income beneficiaries of that trust in the same proportion that the beneficiaries are entitled to receive income when the trust terminates. If at the time of termination the rights to income are not fixed by the terms of the trust, distribution under this clause shall be made, per stirpes, to the persons who are then entitled or authorized, in the Trustee's discretion, to receive trust payments. D. _ Spendthrift Provision. No beneficiary of this trust, other than the Grantor, shall have any right to alienate, encumber or hypothecate his interest in the trust to claims of his creditors, or to render such interest liable to attachment, execution, or other process of law. The income of this trust shall not be pledged, assigned, transferred, sold or accelerated, anticipated or encumbered any manner whatsoever by any beneficiary, nor shall any income of the trust be in any manner subject or liable in the hands of the Trustee for the debts, contracts or encroachments of any beneficiary or be subject to any assignments or any other voluntary or involuntary alienation or disposition whatsoever. If the creditor of any beneficiary, other than the Grantor, who is entitled to any distributions from a trust established under this instrument shall attempt by any means to subject to the satisfaction of his claim such beneficiary's interest in distribution, then, notwithstanding any other provision herein, until the release of the writ of attachment or 414‘garnishment or other process, the distribution set aside for such beneficiary shall be disposed of as follows: 1. Distribution to Beneficiary. The Trustee shall pay to or apply for the benefit of such beneficiary such sums as the Trustee shall determine to be necessary for the reasonable health, education (including study at institutions of higher learning) and support of the beneficiary according to his or her accustomed mode of life. 2. Disposition of Excess. The portion of the distribution that the Trustee shall determine to be in excess of the amount necessary for such health, education (including study at institutions of higher learning) and support shall, in the Trustee's discretion, either be added to and become principal of the trust share of such beneficiary or be paid to or applied for the benefit of the other beneficiaries then entitled to receive payments from any trust established under this instrument, in proportion to their respective interests in the trust estate; or, if there be no other beneficiaries, the excess income may be paid to or applied for the benefit of the person or persons presumptively entitled to the next eventual interest, in proportion to their respective interests. E. Simultaneous Death. If any beneficiary of the trust shall die simultaneously with the Grantor, or if there is insufficient evidence to establish that such beneficiary and the Grantor died other than simultaneously, it is hereby deemed that the Grantor shall have survived the beneficiary. F. Probate Court Jurisdiction Available, Michigan Estates and Protected Individual Code, or any successor or substitute provisions authorizing optional Probate Court jurisdiction ing trusts hereby are made expressly applicable to all trusts created by this Declaration of Trust. ARTICLE VI. TRUSTEE'S POWERS, A Trustee has the power and authority to manage and control, buy, sell, and transfer the trust property, in such manner as the Trustee may deem advisable and shall have, enjoy and exercise all powers and rights over and concerning said property and the proceeds thereof as fully and amply as though said Trustee were the absolute and qualified owner of the same. Additionally, and without limitation, to carry out the provisions of the trusts created by this instrument, the Trustee shall have the following powers in addition to those now or later conferred by law: A. Power to Retain Trust Property and Comply with Existing Agreements. To continue to hold any property received in trust, including undivided interests in real property, and to operate any property or any business received in trust as long as the Trustee, in the Trustee's discretion, may deem advisable, notwithstanding the fact that any or all of the investments retained are of a character or size which, but for this express authority, would not be considered proper for the Trustee. In the event the Grantor shall be a party to a Buy-Sell Agreement, Cross- Purchase 415Agreement, Stock Redemption Agreement, Option or any agreement providing for the disposition of Grantor's interest in property, whether such agreement has been executed by Grantor individually or as Trustee of this Trust Agreement, and which property is owned by the trust, then upon the death of Grantor, the then acting Trustee of this trust is hereby directed to transfer as much of Grantor's interest in such property then held in the trust as is necessary to carry out the provisions of any such agreement and to execute all documents and take all further actions necessary or appropriate to carry out the terms of such agreement. B. Power to Manage Trust Property. To manage, control, improve, maintain, sell, convey, exchange, partition, divide, improve and repair all real and personal trust property; subdivide or develop land; make or obtain the vacation of plats and adjust boundaries, or adjust differences in valuation on exchange or pattition by giving or receiving consideration; and dedicate land or easements to public use with our without consideration; make ordinary or extraordinary repairs or alterations in buildings or other trust property, demolish any improvements, raze existing party walls or buildings, and erect new party walls or buildings, as the Trustee deems advisable; to grant options and to sell upon deferred payments; to lease for terms within or extending beyond the duration of the trust, for any purpose, including exploration for and removal of oil, gas and other minerals; to enter into oil, gas and mineral leases, assignments, farmouts, farmins and joint ventures; to purchase and sell gas, oil and mineral royalties, to create restrictions, easements, and other servitudes; employ and discharge agents and employees, including but not limited to attorneys, accountants, investment and other advisers, custodians of assets, property managers, real estate agents and brokers, and appraisers, to advise and assist the trustee in the management of any trusts created under this trust instrument, and compensate them from the trust property; to institute, compromise, arbitrate, defend or otherwise adjust claims in favor of or against the trust; and to carry such insurance as the Trustee may deem advisable. C. Power to Invest. To invest and reinvest trust assets as would a prudent investor, acting in accordance with the Michigan Prudent Investor Rule set forth in Michigan Estates and Protected Individual Code §§ 1501-1512. To invest and reinvest the principal and to purchase or acquire therewith every kind of property, real or personal, and every kind of investment, specifically including, but not by way of limitation, commodities of every nature, corporate obligations of every kind, precious metals such as gold or silver, and stocks, preferred or common, and to buy stocks, bonds, commodities and similar investments on margin or other leveraged accounts and to short sell such accounts, and to buy, sell and write stock and other security options, and to enter into commercial partnership as a partner, limited or general, and to operate any business as a sole proprietor. To open, operate and maintain a securities brokerage account wherein any securities may be bought andlor sold on margin, and to hypothecate, borrow upon, purchase andior sell existing securities in such account as the Trustee may deem appropriate or useful. D. Power to Retain Trust Property without Diversification. To retain, without liability for loss or depreciation resulting from such retention, original property, real or personal, at any time received by the Trustee, for such time as the Trustee shall deem best, even though such property may not be of the character prescribed by law or by the terms of this trust for the investment of trust funds, and although it may represent a large percentage of the total trust or estate property, and without being required to observe the principle of diversification of trust investments. 4-16