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<br />200512283
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<br />G. To act as proxy, with full power of substitution, at any corporate meeting and to initiate corporate
<br />meetings for my benefit as stockholder, in respect to any stocks, stock rights, shares, bonds,
<br />debentures or other investments, rights or interests;
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<br />H. To invest, re-invest, sell or exchange any assets owned by me and to pay the assessments and
<br />charges therefor; to obtain and maintain life insurance upon my life or upon the life of anyone else; to
<br />obtain and maintain any other types of insurance policies; to continue any existing plan of insurance or
<br />investment;
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<br />I. To defend, initiate, prosecute, settle, arbitrate, dismiss or dispose of any lawsuits, administrative
<br />hearings, claims, actions, attachments, injunctions, arrests or other proceedings, or otherwise
<br />participate in litigation which might affect me;
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<br />J. To carry on my business or businesses; to begin new businesses; to retain, utilize or increase the
<br />capital of any business; to incorporate or operate as a general partnership, limited partnership, sole
<br />proprietorship, Limited Liability Company or any other legal entities of my businesses;
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<br />K. To employ professional and business assistants of all kinds, including, but not limited to, attorneys,
<br />accountants, real estate agents, appraisers, salesmen and agents;
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<br />L. To apply for benefits and participate in programs offered by any governmental body, administrative
<br />agency, person or entity;
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<br />M. To transfer, assign, convey, and deliver any real or personal property in which I may have or own
<br />an interest to the Trustee of any revocable trust created by me, if such trust is in existence at the time,
<br />notwithstanding the fact that my Attorney-in-Fact, or his or her spouse, descendants, heirs or assigns,
<br />may be the (a) Trustee or successor Trustee of any such trust, (b) beneficiary of any such trust; or (c)
<br />holder of any special or general power of appointment created under such trust. Nothing in this
<br />paragraph shall be construed to allow my Attorney-in-Fact to create, amend. restate or revoke any
<br />such revocable trust created by me.
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<br />N. To disclaim any interest in property passing to me from person or entity;
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<br />Q. To make gifts of any of my property or assets to members of my family; and to make gifts to such
<br />other persons or religious. educational, scientific, charitable or other nonprofit organizations to whom or
<br />to which I have an established pattern of giving; provided, however, that my Attorney-in-Fact may not
<br />make gifts of my property to himself or herself. I appoint
<br />of as my Attorney-in-Fact solely for the purpose of
<br />determining if a gift of my property to the Attorney-in-Fact appointed and acting hereunder is
<br />appropriate and to make any such gifts which are appropriate.
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<br />3. Construction.
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<br />This Power of Attorney is to be construed and interpreted as a general power of attorney. The
<br />enumeration of specific items, rights, acts or powers shall not limit or restrict the general and
<br />all-inclusive powers that I have granted to my Attorney-in-Fact. All references to property or property
<br />rights herein shall include all real, personal, tangible, intangible or mixed property. Words and phrases
<br />set forth in this Power of Attorney shall be construed as in the singular or plural number and as
<br />masculine, feminine or neuter gender according to the context.
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<br />Any authority granted to my Attorney-in-Fact, however, shall be limited so as to prevent this
<br />Power of Attorney (a) from causing my Attorney-in-Fact to be taxed on my income; (b) from causing my
<br />estate to be subject to a general power of appointment (as that term is defined by Section 2041,
<br />Internal Revenue Code of 1986, as amended) by my Attorney-in-Fact; and (c) from causing my
<br />Attorney-in-Fact to have any incidents of ownership (within the meaning of Section 2042 of the
<br />Internal Revenue Code of 1986, as amended) with regard to any life insurance policies on the life of my
<br />Attorney-in-F act.
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<br />4. Liabilitv of Attornevwin-Fact.
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<br />My Attorney-in-Fact shall not be liable for any loss sustained through an error of judgment made in
<br />good faith, but shall be liable for willful misconduct or breach of good faith in the performance of any of
<br />the provisions of this power of attorney.
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