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200102956 <br />proper and in my best interests; provided that any such trust shall be revocable and shall include a <br />provision that it is revocable by an instrument in writing signed by me personally; provided further <br />that any such trust shall also provide that if I am unable to personally revoke it, then it shall be <br />revocable by my agent solely in my favor and in favor of my estate. If I am the Grantor of a <br />revocable trust established by me for my benefit during my lifetime, to transfer those of my assets <br />to such trust as my agent shall deem appropriate. <br />28. Gifts. To make gifts, grants or other transfers without consideration, either outright <br />or in trust, to or for the benefit of any one or more of my descendants, my spouse, or a charitable <br />institution, including the forgiveness of indebtedness, the creation of charitable pledges, and the <br />completion of any charitable pledges I may have made, to make payments for the college and post- <br />graduate tuition and medical care of any descendant of mine, and to consent to the splitting of gifts <br />under the Internal Revenue Code section 2513 (or successor sections thereof) if my spouse makes <br />gifts to any one or more of my descendants or to a charitable institution, and to pay any transfer taxes <br />that may arise by reason of such gifts; provided, however, if my agent is not my spouse then any <br />gifts my agent may make, either directly or indirectly, to or for my agent's benefit shall be limited <br />to gifts (a) that qualify for the federal gift tax annual exclusion, (b) that do not exceed in value the <br />federal gift tax annual exclusion amount in any one calendar year, and (c) this annual right shall be <br />noncumulative and shall lapse at the end of each calendar year. Any gifts made under the foregoing <br />power to descendants of mine shall be made equally to all of my descendants of the same generation. <br />For example, if a gift is made to one grandchild of mine, then a similar gift of the same amount must <br />be made to each then living grandchild of mine. <br />29. To Engage or Dismiss Servants. To engage, employ, compensate, and dismiss any <br />agents, clerks, servants, attorneys at law, accountants, investment advisors, custodians, or other <br />persons providing services which, in the opinion of my agent, should be performed or dispensed <br />within furtherance of my interests or my estate; and to pay for any or all such services performed out <br />of my assets. This authority shall include employment of partnerships, firms, and companies in <br />which my agent owns equity interests or in which my agent is otherwise pecuniarily interested. <br />30. To Do All Other Things, etc. In general to do all other acts, deeds, matters, and <br />things whatsoever in or about my estate, property, and affairs, or to concur with persons jointly <br />interested with myself therein in doing all acts, deeds, matters, and things herein, either particularly <br />or generally described, as fully and effectually to all intents and purposes as I could do in my own <br />proper person if personally present. <br />31. Restrictions on Powers of Agent. Notwithstanding the powers given my agent in <br />other provisions of this documents, my agent (a) shall have no incidents of ownership in any life <br />insurance policy in which I own an interest and which insures my agent's life, (b) shall not hold or <br />exercise any powers which I may have over assets my agent has given to me or over assets held in <br />an irrevocable trust of which my agent is a grantor, (c) shall not transfer any of my assets in <br />discharge of any of my agent's legal obligation, (d) shall not transfer to a third person any asset of <br />mine in which my agent has a beneficial interest, (e) shall not hold or exercise any fiduciary powers <br />that I now hold of may later acquire, (f) shall not hold or exercise any power which shall cause my <br />agent to be personally taxed on my income, and (g) shall not possess a general power of appointment <br />(as that terns is defined in Section 2041 of the Internal Revenue Code, as amended) with respect to <br />any or all of my estate. <br />32. Nomination To Serve as Conservator and /or Guardian. Should it become <br />necessary for the appointment of a conservator for my property, I hereby nominate my agent as such <br />conservator. Unless I have executed a Power of Attorney For Health Care within which I have <br />nominated a person to act as my guardian (in which case such appointment of my guardian shall be <br />controlling), should it become necessary for the appointment of a guardian of my person, I hereby <br />nominate my agent as such guardian. <br />33. Ratification and Declaration in Favor of Persons Without Notice of Revocation. <br />And I hereby promise at all times to ratify and confirm all and whatsoever my agent shall lawfully <br />do or cause to be done hereunder, including anything which shall be done between the revocation <br />of this document by my death or in any other manner and notice of such revocation reaching my <br />agent; and I hereby declare that as against me and all persons claiming under me everything which <br />my agent shall do or cause to be done in pursuance hereof after such revocation as aforesaid shall <br />be valid and effectual in favor of any person claiming the benefit thereof who before the doing <br />thereof shall not have had notice of such revocation. <br />