Legal Trustee Addition Form

LEGAL TRUSTEE ADDITION FORM

This Trustee Addition Agreement (the Agreement) is made as of by and between Trust Name: (the Trust), represented by Existing Trustee: and New Trustee: .

Recitals

WHEREAS, the Trust was established pursuant to the Trust Instrument dated (the Trust Instrument); and

WHEREAS, the Existing Trustee desires to appoint and add the New Trustee to serve in the capacity identified below, and the New Trustee is willing to accept such appointment subject to the terms and conditions of the Trust Instrument and this Agreement; and

WHEREAS, the parties intend that this Agreement shall constitute a written instrument effecting the addition of the New Trustee to the Trust as permitted by the Trust Instrument and applicable law.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Appointment of Trustee

1.1 Appointment. The Existing Trustee hereby appoints, and the New Trustee hereby accepts appointment as of the Trust effective as of (Effective Date). Upon the Effective Date, the New Trustee shall have all of the rights, powers, duties, responsibilities and obligations of a trustee under the Trust Instrument to the same extent as any other trustee named therein, subject to the terms of the Trust Instrument and this Agreement.

2. Powers, Duties and Limitations

2.1 Powers. The New Trustee shall exercise all powers granted to trustees by the Trust Instrument and by applicable law, including, without limitation, the power to manage, invest, reinvest, sell, lease, encumber and distribute Trust assets, subject to any limitations set forth in the Trust Instrument.

2.2 Fiduciary Duty. The New Trustee acknowledges and accepts the fiduciary duties owed to the beneficiaries of the Trust and agrees to act in good faith, with the care and prudence required of fiduciaries, and in accordance with the terms of the Trust Instrument.

2.3 Limitations. Except as expressly provided herein or in the Trust Instrument, no action taken by the New Trustee shall modify or waive any dispositive provision of the Trust Instrument. Any exercise of discretionary power by the New Trustee shall be reasonable and shall document the basis for such decision in Trust records.

3. Acceptance; Oath; Bond

3.1 Acceptance. By signing this Agreement, the New Trustee accepts the appointment and agrees to serve subject to the terms of the Trust Instrument and applicable law.

3.2 Oath and Bond. The New Trustee shall comply with any statutory oath or bond requirements where applicable. The parties hereby indicate by the selections below whether a bond is required:

Bond required: Yes No

4. Representations and Warranties

4.1 By the Existing Trustee. The Existing Trustee represents and warrants that: (a) the Trust Instrument authorizes the addition of the New Trustee and the Existing Trustee is authorized to execute this Agreement on behalf of the Trust; (b) no notice or consent of any beneficiary or third party is required other than those provided in this Agreement or by law.

4.2 By the New Trustee. The New Trustee represents and warrants that the New Trustee has the legal capacity to serve as trustee, is not subject to any legal disability or order that would prevent service, and is not aware of any conflict that would impair the ability to act as trustee in the best interests of the beneficiaries.

5. Amendment to Trust; Effect on Trust Instrument

5.1 Amendment. This Agreement constitutes an amendment to the Trust Instrument solely to the extent necessary to effect the appointment described herein. Except as expressly modified herein, the Trust Instrument and all its provisions shall remain in full force and effect.

5.2 Priority. In the event of any conflict between this Agreement and the Trust Instrument, the Trust Instrument shall govern except to the limited extent this instrument validly amends its trustee provisions as permitted by the Trust Instrument or applicable law.

6. Indemnification and Liability

6.1 Indemnification. The Trust shall indemnify and hold harmless the New Trustee from and against all liabilities, losses, costs and expenses reasonably incurred in connection with the performance of duties hereunder, except for liabilities resulting from the New Trustee's gross negligence, willful misconduct or bad faith.

6.2 Reliance. The New Trustee may rely upon written directions, statements and documents reasonably believed to be genuine and upon the opinion of counsel, accountants and other professionals engaged in good faith.

7. Notices

8. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to principles of conflicts of law.

9. Entire Agreement

This Agreement, together with the Trust Instrument and any documents executed pursuant hereto, contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written, relating to the addition of the New Trustee.

10. Severability

If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect and shall be construed so as to effectuate the intent of the parties as nearly as possible.

11. Amendments; Waiver

This Agreement may be amended only by a written instrument signed by the Existing Trustee and the New Trustee. No waiver of any breach shall be deemed a waiver of any other or subsequent breach.

12. Counterparts; Electronic Signatures

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be effective as originals.

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