Fill and Sign the Revocable Trust Trustees Form

THE ZZZ REVOCABLE LIVING TRUST JOINT DECLARATION OF TRUST We, XXX and YYY, declare ourselves Trustees (hereafter “Trustee”) of the property identified in the attached Schedule of Property. The trust property so identified, any property added to the trust in accordance with the provisions of this instrument, and all investments and reinvestments thereof (“trust principal”) shall be held upon the following terms: ARTICLE I This instrument, and the initial trust hereby evidenced, as from time to time amended, may be designated THE ZZZ REVOCABLE LIVING TRUST. ARTICLE II Commencing as of the date of this instrument and during our lives and the life of the survivor, the Trustee shall administer the trust principal and any net income thereof as follows: A. The Trustee shall distribute to us or apply for our benefit such amounts of net income and principal, even to the extent of exhausting principal, as the Trustee believes desirable from time to time for our health, support in reasonable comfort, best interests, and welfare, considering all circumstances and factors deemed pertinent by the Trustee. Any undistributed net income shall be accumulated and added to principal, as from time to time determined by the Trustee. B. In addition, the Trustee shall distribute to us or others such amounts of net income and principal as either of us or both of us may from time to time direct in writing, except that if the Trustee believes that either of us is unable to manage our business affairs properly because of advanced age, illness, or other cause, the Trustee may, in the Trustee’s sole discretion, decide not to honor our written direction. ARTICLE III As of the date of death of the last of us to die, the Trustee shall provide for payment out of the trust principal, without seeking reimbursement or recovery from any person, of all (a) our legally enforceable debts, including debts owed by either of us to a Trustee individually, except debts which constitute a lien or encumbrance on real property, (b) the expenses of the last illness and funeral, (c) the administration expenses payable by reason of 2 death, and (d) the estate, inheritance, and other death taxes (including interest and penalties, if any, but excluding any generation-skipping tax) payable in any jurisdiction by reason of death (including those administration expenses and death taxes payable with respect to assets which do not pass under this trust) other than that part of any such death taxes attributable to property in which either of us have a qualifying income interest for life or over which either of us have a power of appointment and with respect to which the personal representative of the estate shall be authorized to seek reimbursement or recovery. However, none of the preceding items shall be paid out of amounts received by the Trustee that are not otherwise includable in the gross estate of either of us for federal estate tax purposes, nor any property derived originally from any such amount. ARTICLE IV A. As of the date of death of the last of us to die, but after providing for the payments, if any, required by Article III of this instrument, the Trustee shall distribute the remaining trust principal (including property to which the Trustee may be entitled under any will of ours or from any other source), as follows to the following beneficiaries in the percentages listed: 3 Beneficiary Percentage of Trust Principal 1. XYZ 33% 2. XYZ 33% 3. XYZ 33% If any beneficiary is deceased at the time of distribution, then his/her share shall be distributed to the remaining beneficiaries/beneficiary. B. Despite the preceding provisions of this instrument, the Trustee may elect to withhold any property otherwise distributable under paragraph A of this Article of any beneficiary who has not reached the age of twenty-one years and may retain the property for that beneficiary in a separate trust named for that beneficiary in which his or her interest is indefeasibly vested, to be distributed to that beneficiary when he or she reaches the age of twenty-one years, or before then if the Trustee so elects. The Trustee shall apply as much of the net income and principal of the trust so retained as the Trustee believes desirable for the health, support in reasonable comfort, education, best interests, and welfare of the beneficiary for whom the trust is named, considering all circumstances and factors deemed pertinent by the Trustee. Any undistributed net income shall be accumulated and added to principal, as from time to time determined by the 4 Trustee. If the beneficiary dies before complete distribution of the trust, the Trustee shall distribute the remaining trust principal to the personal representative of the estate of the beneficiary. ARTICLE V A. Any Trustee may resign at any time by giving prior written notice to the other Trustee, or to the beneficiary or beneficiaries to whom the current trust income may or must then be distributed. B. Except as otherwise provided in paragraphs D and E of this Article: 1. If we both cease to act as Trustee hereunder due to death, then AAA and BBB and DDD, jointly (“Successor One”), shall immediately (without court appointment) assume the duties of co- Trustee (hereinafter, “Trustee”) and enter onto those duties without any formality other than the giving of written notice to the beneficiaries that they are assuming the duties of Trustee hereunder. If either AAA or BBB or DDD does not assume such duties, for any reason, then the other two remaining Trustees shall serve together, jointly, without the third party. If one of us should cease to act as Trustee hereunder for any reason, the other may continue to act as Trustee in his/her sole capacity, or 5 the one continuing as Trustee may appoint Successor One or Successor Two, in that order, to serve with him or her in the capacity of Trustee. No court appointment shall be necessary; provided, however, that the appointment to serve as Trustee must be made in writing. Upon the death of either of us serving in the capacity of Trustee with a successor Trustee, the successor Trustee may carry out the duties of Trustee without the need of appointment of another person to serve with him/her. If at any time any successor Trustee named above, or any beneficiary of this trust, should believe that either or both of us are unable to continue as Trustees due to senility, disability or incompetency, such person may remove the person believed to be unable to continue, by giving written notice of removal to such person, together with a written certification by a licensed medical doctor that such person is unable to effectively handle the duties of Trustee due to senility, disability or incompetency. The written opinion of such licensed medical doctor shall state whether the condition causing such inability is temporary or permanent, and if temporary, an estimate of the length of time such condition is likely to continue. The written opinion of such licensed medical doctor shall be deemed to raise a presumption of the fact of senility, disability or incompetency, but shall not, on its own, be conclusive on the issue; provided, however, that no 6 person other than the person sought to be removed shall have standing at any time to file any action in any court to challenge such removal, or to challenge the certification of the physician on which such removal was based. Any removal based on a temporary condition shall continue only as long as the condition. Once the facilities of the removed Trustee are restored, he/she may re- enter upon the duties of Trustee by giving notice of removal to any successor and to the beneficiaries. 2. If Successor One or any other successor Trustee appointed as hereinafter provided, ceases to act as Trustee hereunder for any reason, or is certified as unable to continue by any licensed medical doctor, then the person or persons indicated in paragraph F of this Article shall, by written instrument, appoint any person, or any bank or trust company, within the continental United States, as successor Trustee. C. The person or persons indicated in paragraph F of this Article may at any time, by written instrument, approve the accounts of the Trustee with the same effect as if the accounts had been approved by a court having jurisdiction of the subject matter and of all necessary parties. D. If any corporate Trustee designated to act or at any time acting hereunder is merged with or transfers substantially all of its assets to another corporation, or is in any other manner 7 reorganized or reincorporated, the resulting or transferee corporation shall become Trustee in place of its corporate predecessor. E. Any substitute Trustee shall have all of the title, powers, and discretion of the original Trustee. F. A successor Trustee may be appointed pursuant to paragraph B of this Article and the accounts of the Trustee may be approved pursuant to paragraph C of this Article by either of us, if then living, or after our deaths, by a majority in number of the beneficiaries to whom the current trust income may or must then be distributed. If any person so entitled to act is then under legal disability, the instrument of appointment or approval may be signed on his or her behalf by (i) the duly appointed guardian of his or her estate, (ii) either parent, or (iii) the guardian of the person (whether or not a court-appointed guardian) of any person for whose estate no guardian has been appointed. G. No successor Trustee shall be personally liable for any act or failure to act of a predecessor Trustee. With the approval of the person or persons indicated in paragraph F of this Article who may approve the accounts of the Trustee, a successor Trustee may accept the account furnished, if any, and the property delivered by or for a predecessor Trustee without liability for so doing, and such acceptance shall be a full and complete discharge 8 to the predecessor Trustee. ARTICLE VI With respect to any life insurance policies or employee benefit plans made payable to the Trustee, we direct that: A. The Trustee shall have no responsibility for payment of premiums or assessments on the policies, or responsibility to see that the premiums or assessments are paid by others, and the companies issuing them shall have no responsibility to see to the fulfillment of any trust hereunder or to the application of any proceeds; B. The Trustee’s receipt and release shall release and discharge any obligor for any payment made and shall bind every trust beneficiary hereunder; and C. The Trustee shall have no duty to bring suit for payment of any of the policies or plan benefits, unless the Trustee holds funds out of which the Trustee may be indemnified against all expenses of suit, including legal fees. ARTICLE VII TRUSTEE’S POWERS The Trustee shall have all the powers set forth in Virginia Code section 64.1-57 as in effect on the date hereof, the 9 provisions of which are hereby expressly incorporated herein by reference. The Trustee shall also have the following powers, which are in addition to all common law and statutory powers, and in addition to all other powers granted to the Trustee by this Trust, which shall continue after the termination of any of the trusts created by this Trust for the purpose of the distribution of all or any portion of the trust property, and which may be exercised at any time by the Trustee without approval from any court: A. To purchase or sell at public or private sale, or to exchange, grant options to purchase, lease, pledge, improve, repair, manage, insure, operate, control, and mortgage, in such manner and on such terms as the Trustee in its sole discretion may deem advisable, any property, real or personal, which at any time may constitute a part of the trust property. B. To purchase any assets from each Settlor's estate at fair market value in such quantities as the Trustee deems advisable, and to loan all or a portion of the trust property to each Settlor's testamentary estate, upon such terms and in such amount as the Trustee deems advisable, and with or without taking security. C. To borrow money for any purpose, with or without security and to pledge securities or other property, without regard to the term of the trust(s). D. To execute all deeds, assignments, leases or other instruments necessary or proper for the exercise of any power granted to the Trustee. E. To invest or reinvest in and retain as an investment any property which in the opinion of the Trustee is suitable for the purposes of the Trust, although of a kind or an amount which otherwise might not be regarded as a proper trust investment, and specifically, but without limitation, to invest in one or more 10 mutual funds, limited partnerships, and annuity funds; provided, however, that either Settlor may specify in a writing delivered to any Trustee other than a Settlor, the kind, amount, and date of any investment of all or part of the Settlor's share of the trust property to be made by the Trustee and the broker-dealer or registered representative through whom the investment shall be made. F. To enter into any withdrawal plan with any mutual funds authorizing payment to the Settlors, the survivor of them or to any other beneficiary, of a specified monthly or quarterly amount payable from income dividends, capital gains distributions, and, to the extent necessary, from the proceeds of liquidation of shares of any mutual fund, to enter into any accumulation plan with any mutual fund authorizing reinvestment of income dividends and capital gains distributions and permitting further periodic or other investments in any mutual fund, to deposit shares of any mutual fund with a custodian or other agent, and to keep any or all securities constituting a part or all of the trust property in the name of a custodian or other agent pursuant to any withdrawal plan or accumulation plan. Neither the custodian nor other agent, nor the fund, nor its transfer agent shall be under any duty to inquire beyond the provisions of this subparagraph into the powers or duties of the Trustee, and to that extent the provisions of this subparagraph shall supersede any other provisions of this Trust. Neither the custodian, nor other agent, nor the fund, nor its transfer agent shall be required to see to the application of any payments made pursuant to any withdrawal plan, nor shall they assume the responsibility for the validity of this Declaration of Trust or any of its provisions. G. To vote either in person or by general or limited proxy, or to refrain from voting, any corporate stock for any purpose not inconsistent with the trust(s) as will in the sole discretion of the Trustee be most beneficial for the Settlors during their lifetimes, and thereafter for the named beneficiaries. H. To deposit any securities constituting a part or all of the trust property with or under the direction of any committee formed to protect the securities and to participate in, consent to or carry out any reorganization, consolidation, merger, liquidation, readjustment of the financial structure, or sale of the assets of any corporation or other organization and to exercise conversion and subscription rights, and hold any property received pursuant to any exchange, deposit, conversion, or subscription as part of the trust property. 11 I. To keep any or all securities or other property constituting a part or all of the trust property in the name of another person, or of a partnership or corporation, or in the name of the Trustee, or of any one or more of them, without disclosing their fiduciary capacity. J. To determine how all receipts from any source and all disbursements for any purpose shall be credited, charged or apportioned between the trust property and the income of the trust property, all without regard to general rules of law, and specifically, but without limitation, to make that determination in regard to stock and cash dividend rights, and all other receipts in respect of the ownership of stock. K. To purchase or retain stock which pays dividends in whole or in part, otherwise than in cash. L. To pay, prosecute, extend, renew, modify, contest or compromise, upon such terms as the Trustee may determine, and upon such evidence as the Trustee may deem sufficient, any obligation or claim, including taxes, either in favor of or against the trust property, or the income of the trust property. M. To employ attorneys, banks, brokers, custodians, investment counsel, and other agents, and to delegate to them duties, rights, and powers of the Trustee, including, among others, the right to vote on shares of stock constituting a part or all of the trust property, for periods and purposes as the Trustee in its sole discretion may deem advisable. Any agent shall be eligible to be so employed and to receive and retain reasonable compensation or commissions for services rendered, the same to be in addition to the compensation which such Trustee would otherwise be entitled to receive for services as a Trustee. N. To receive property in trust from the Settlors, or from any other person, whether by will or otherwise. O. To determine whether and to what extent income of the trust property shall be transferred to the trust property with respect to the amortization, depreciation, or depletion of any of the trust property, all without regard to the general rules of law on the subject. P. To hold, manage, invest, and account for the principal of each trust under Article 3 either as a separate fund or commingled 12 with the principal of any or all of the other trusts as a single fund, as the Trustee in its sole discretion may determine, and if commingled as a single fund, making the division only upon books of account and allocating to each trust its proportionate part of the principal and income of the common fund, and charging against each trust its proportionate part of the common expenses, which expenses may be further apportioned between the income and principal of each trust under subparagraphs (J) and (O). Q. To buy, sell, and trade in securities of any nature, including short sales, on margin, and for such purposes may maintain and operate margin accounts with brokers, and may pledge any securities held or purchased by them with such brokers as security for loans and advances. R. To allow the surviving spouse to occupy and use until his or her death, the home (or any interest therein) used by either or both Settlors as a principal residence at the time of the decedent Settlor’s death. The surviving spouse shall not be required to pay rent for such use of the home, and upon his or her direction, may have the Trustee sell such house and reinvest such proceeds as the surviving spouse so directs. S. To elect the mode of payment which appears to be the most advantageous to the trust and beneficiaries, if not previously elected, of any employee benefit plans or retirement plans wherein the Trustee is named as beneficiary. T. To continue to participate in any business or other enterprise at the risk of the trust estate and to effect incorporation, dissolution or other change in the form of organization of the business or enterprise. At any time that either of the Settlors or any successor Trustee is acting as a Trustee, the sole signature of a Settlor or of a successor Trustee as a Trustee shall be sufficient to execute proxies or powers of attorney, to vote any securities or other assets, to execute stock powers or other endorsements of securities or any other negotiable instruments registered, issued 13 or drawn in the name of or to the order of the Trustee for the purpose of effecting assignment, transfer or delivery, and to sign checks or orders to pay on deposits, accounts, or credit balances of the Trustee with any bank, banker, broker, or trust company. No person or corporation dealing with the Trustee shall be required to investigate the Trustee’s authority for entering into any transaction or to see to the application of the proceeds of any transaction. ARTICLE VIII A. We reserve to ourselves all rights now or hereafter vested in us as owners of any life insurance policies made payable to the Trustee, including the rights to change beneficiaries, to borrow money (from the issuing companies, the banking department of any corporate Trustee acting hereunder, or others) using the policies as security, to surrender the policies for cash, to receive dividends and all other payments available to the owner, and to withdraw any policies held by the Trustee (in which event the Trustee shall have no duty to seek their return). B. We reserve the right from time to time during our lives, by written instrument delivered to the Trustee (or, if we are Trustee, by written instrument filed with the trust records), to amend or revoke this instrument in whole or in part; provided, 14 however, that no amendment may substantially increase the duties of the Trustee or decrease Trustee compensation without the written consent of the Trustee, and if this instrument is completely revoked, all trust property and policies of insurance held by the Trustee shall be transferred and delivered to us or as we may otherwise direct in writing. WITNESS our signatures and seals: Witness XXX Settlor and Trustee Witness YYY Settlor and Trustee STATE OF VIRGINIA ) )ss CITY/COUNTY OF ___________________ ) The foregoing instrument was acknowledged before me this ____ day of __________________, 2006, by XXX and YYY. ________________________ Notary Public My commission expires: 15 16 SCHEDULE A LIST OF ENTRUSTED ASSETS A. $10.00 cash. B. All furniture, furnishings, fixtures, and person items now and hereafter located in all real property referred to in this Article as attachments, or in any other location, it being the intention of the Settlors to transfer all, or substantially all of their assets, present and future, to this Living Trust in order to have little or no probate estate. Either or both Settlors may, however, leave a written memorandum with their other important papers devising specific items of personalty to certain beneficiaries. Any such memoranda shall be given effect . C. All life insurance policies on Settlors' lives, identifying copies of which are attached. D. All real property referred to in the attached copies of deeds. E. All stocks, bonds, and other securities, identifying copies of which are attached. F. Contents of safety deposit boxes. Bank: Box Number: Address: Bank: Box Number: Address: G. Accounts as listed herein, or identifying copies of which are attached: Checking: Savings: 17 Brokerage: 18 H. Other items in trust: Date added Date Deleted ITEMS /Initials /Initials 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. SEE ATTACHED SCHEDULE(S) B, ETC. DISPOSITION OF PERSONAL EFFECTS Letter of Instructions Pursuant to Article VIII B of THE ZZZ REVOCABLE LIVING TRUST, I, the undersigned XXX and YYY, hereby direct our Trustee(s) to distribute the below-listed personal effects and personal property to the below- named persons: Item Beneficiary Relationship ______________________________________________________________________ _ ______________________________________________________________________ _ ______________________________________________________________________ _ ______________________________________________________________________ _ ______________________________________________________________________ _ ______________________________________________________________________ _ ____________________________ XXX ____________________________ YYY STATE OF VIRGINIA ) ) ss CITY/COUNTY OF ___________________ ) 20 The foregoing instrument was acknowledged before me this ____ day of ______________, 2006, by XXX and YYY. ___________________________ Notary Public My Commission Expires:_____________ 21