New York Power of Attorney

General Power of Attorney

I, , the undersigned, of

do now make, constitute and appoint , of

, my true and lawful attorney-in-fact, in my name, place and stead, on my behalf, and for my use and benefit:

A. To exercise or perform any act, power, duty, right or obligation whatsoever that I now have, or may subsequently acquire the legal right, power or capacity to exercise or perform, in connection with, arising from or relating to any person, item, transaction, business, real or personal property, tangible or intangible thing or any matter whatsoever;

B. To request, ask, demand, sue for, recover, collect, receive and hold and possess all such sums of money, debts, dues, commercial paper, checks, drafts, accounts, deposits, legacies, bequests, devises, notes, interests, stock certificates, bonds, dividends, certificates of deposit, annuities, pension and retirement benefits, insurance benefits and proceeds, documents of title, choses in action, real and personal property, and intangible and tangible rights and demands, liquidated or unliquidated, as now are, or shall subsequently become, owned by, or due, owing, payable or belonging to, me, or in which I have or may subsequently acquire interest, to have, use and take all lawful means and equitable and legal remedies, procedures and writs in my name for their collection and recovery, and to adjust, sell, compromise and agree for them, and to make, execute and deliver for me, on my behalf, and in my name, all endorsements, releases, receipts or other sufficient discharges for them;

C. To lease, purchase, exchange and acquire, and to agree, bargain and contract for the lease, purchase, exchange and acquisition of, and to accept, take, receive and possess any real or personal property, tangible or intangible rights or interests, on such terms and conditions, and under such covenants, as attorney-in-fact shall deem proper;

D. To maintain, repair, improve, manage, insure, rent, lease, sell, convey, subject to liens, mortgage, subject to deeds of trust and hypothecate, and in any way or manner deal with any part of any real or personal property, tangible or intangible rights or interests, that I now own or may subsequently acquire, in my behalf, and in my name and under such terms and conditions, and under such covenants, as attorney-in-fact shall deem proper;

E. To conduct, engage in and transact any and all lawful business of whatever nature or kind, on my behalf, and in my name;

F. To make, receive, sign, endorse, execute, acknowledge, deliver and possess such applications, contracts, agreements, options, covenants, conveyances, deeds, trust deeds, security agreements, bills of sale, leases, mortgages, assignments, insurance policies, bills of lading, warehouse receipts, documents of title, bills, bonds, debentures, checks, drafts, bills of exchange, letters of credit, notes, stock certificates, proxies, warrants, commercial paper, receipts, withdrawal receipts and deposit instruments relating to accounts or deposits in, or certificates of deposit of, banks, savings and loan or other institutions or associations, proofs of loss, evidences of debts, releases, satisfaction of mortgages, liens, judgments, security agreements and other debts and obligations, and such other instruments in writing of whatever kind and nature as may be necessary or proper in the exercise of the rights and powers granted.

I grant to my attorney-in-fact full power and authority to do, take and perform all and every act and thing whatsoever requisite, proper or necessary to be done, in the exercise of any of the rights and powers granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitution, revocation, ratifying and confirming all that attorney-in-fact, or a substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers granted.

This instrument is to be construed and interpreted as a general power of attorney. The enumeration of specific items, rights, acts or powers is not intended to, nor does it, limit or restrict, and is to be construed or interpreted as limiting or restricting, the general powers granted to attorney-in-fact.

The rights, powers, and authority of attorney-in-fact granted shall commence and be in full force and effect on (date of execution). This Power of Attorney shall not be affected by subsequent disability or incapacity of the principal, or lapse of time. It is my intent that the authority conferred hereby shall be exercisable, notwithstanding my disability, and that the authority of my attorney-in-fact designated herein shall be exercisable by them as provided in this Power of Attorney on my behalf, notwithstanding any later disability or incapacity or uncertainty as to whether I be dead or alive, and shall have the same effect and inure to the benefit of and bind the undersigned, my heirs, devisees and personal representatives the same as if I were alive, competent and not disabled.

IN WITNESS WHEREOF, I have hereunto set my hand and seal this day of 20

(Acknowledgment form may vary by state)

STATE OF

COUNTY OF

Personally appeared before me, the undersigned authority in and for said County and State, on this day of 20 within my jurisdiction, the within-named , who acknowledged that he executed the above and foregoing instrument.