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IRREVOCABLE CREDIT SHELTER TRUST AGREEMENT OF JOE GOODGUY Trust agreement and declaration made on April 12, 1999, by Mr. Joe Goodguy, of 22 High Falls Avenue, Naples, Collier County, Florida, referred to as the trustor, and Ms. Sally Jones, an accountant and the sister-in-law of the trustor, referred to as the trustee. This trust agreement and declaration is governed by Florida law and made on the following conditions: SECTION ONE PROPERTY TRANSFERRED Trustor is about to convey, or cause to be conveyed, to trustee, the following-described property: the trustor’s residence at 22 High Falls Avenue, the furnishings within that residence, the trustor’s late wife’s jewelry, the trustor’s car, the trustor’s bank accounts, the trustor’s mutual funds, the trustor’s pension plan, and the trustor’s life insurance. It is the intention of trustor to convey to the trust estate all of the real property and the personal property above-described, to hold all of the same property (all of which property is sometimes referred to in this instrument as the trust estate) in trust, however, for the use and purposes and on the terms as set forth in this trust agreement. Trustor intends to pass all of the same property to this trust free from federal estate and gift taxes and Florida inheritance tax by reason of his unified credit, or any other credit existing at the time of this transfer. Trustor intends and agrees to pay any transfer taxes due that are in excess of these credits. SECTION TWO INVESTMENT OF INCOME When the trustee has taken title to the property, she shall take possession of all of the trust estate and shall invest and reinvest the income from the trust estate in the name of trustee in her complete discretion, with power to vary the investment or investments of the trust estate from time to time. SECTION THREE POWER OF TRUSTEE TO ENTER INTO CONTRACTS
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Trustee shall have full power and authority to enter into agreements, from time to time, as she may deem necessary or expedient, with reference to the organization of corporations, and the stock, bonds, or other obligations which form a part of this trust estate. SECTION FOUR MANAGEMENT OF TRUST ESTATE Trustee is authorized and empowered to manage, care for, improve, protect, control, deal with, sell, and otherwise dispose of the trust estate or any part of it, in her discretion, in any and every way in which any responsible and prudent owner could manage, care for, improve, protect, control, deal with, and otherwise dispose of the same. Trustee shall provide for the support and education of the trustor’s children, Daisy and Steve Goodguy, and also has the power to invade the trust corpus for the same purposes. SECTION FIVE POWER TO BORROW Trustee is authorized, from time to time, to borrow money and pledge as security for the payment of this money, all or any part of the property, real or personal, at any time forming a part of the trust estate when necessary to be used for the benefit of the trust estate. SECTION SIX POWER TO LEASE AND THE LIKE Full power and authority is granted to the trustee to improve, manage, and protect the trust estate or any part of it, to dedicate streets and highways when necessary, to contract to sell, to grant options to purchase, to sell on any terms as the best judgment of trustee dictate, to convey, to mortgage, pledge or otherwise encumber the trust estate or any part of it, and to lease the trust estate or any part of it from time to time on any terms and for any period or periods of time not exceeding, in the case of any single demise, the term of ten (10) years, and to renew or extend leases on any terms and for any period or periods of time not exceeding ten (10) years. SECTION SEVEN COSTS AND EXPENSES OF AND PAYMENTS FROM THE ESTATE
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Out of the income derived by trustee from the property at any time comprising the trust estate, trustee shall first pay all the necessary costs and expenses of this trust, including outlays necessary for the protection, management, and upkeep of the trust estate, repairs, alterations and improvements, taxes (general, special, and income), outlays necessary for insurance, care and maintenance of the trust estate and for keeping the property of the trust estate in good condition, and the reasonable compensation of trustee. The balance of the income derived from the trust estate shall be paid in the following manner: Ms. Faith Fairfellow shall be paid a weekly salary consistent with the salary paid to her by the trustor for her caretaking and household services; the remainder of the income shall, in the trustee’s sole discretion, be paid annually to the trustor, paid as necessary on behalf of the trustor’s children for their support and education, or accumulated in the trust estate after the trustor’s death. SECTION EIGHT WAIVER OF RIGHT TO REVOKE TRUST AGREEMENT Trustor waives the right to revoke this trust agreement in whole or in part. SECTION NINE DISPOSITION BEFORE AND ON DEATH OF TRUSTOR If the trustor, Mr. Joe Goodguy, lives beyond both of his children’s twenty-fifth (25th) birthdays but dies before their thirtieth (30th) birthdays, the trust created shall terminate on the trustor’s death and be distributed to his children in equal parts on their respective thirtieth (30th) birthdays. If the trustor lives beyond both of his children’s thirtieth (30th) birthdays, the trust created shall terminate on the youngest living child’s thirtieth (30th) birthday and be distributed to the trustor’s children in equal parts. On the death of the trustor, the trust created shall terminate and the trustee, after deducting her expenses and reasonable compensation, shall transfer and pay over one-half (1/2) of the personal property in the trust estate with its accumulations, and all undistributed income, to Daisy and Steve Goodguy, the trustor’s children, in equal parts at their respective ages of twenty-five (25) and thirty (30). If any other scenario arises, the trustee shall use her discretion to carry out the trustor’s above-described intentions.
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For the purpose of making any distribution of the personal property of the trust estate, the trustee is authorized to value and appraise or have valued or appraised any or all of the personal property of the trust estate and to distribute the same in kind or in cash, or part in kind and part in cash, as she may deem advisable after any such valuation or appraisal. However, the trustee shall make the following specific distributions from the trust estate: the furnishings shall remain with the residence, and shall be sold with the residence; the trustor’s automobile shall be distributed to Steve Goodguy, the trustor’s child, provided that Steve is old enough to drive, and it shall be sold if Steve is too young to drive at the trustor’s death; the trustor’s late wife’s (Wendy’s) jewelry shall be distributed to Daisy Goodguy, the trustor’s child, or, if she is too young to care for the jewelry in the trustee’s discretion, then the jewelry shall be distributed to Daisy at age twenty-five (25); and the trustor’s antique gun collection shall be distributed in equal parts to Mr. Ed Green, Mr. Jack White, Mr. Barry Brown, and Mr. Richard Black, his four gun club friends. These specific distributions shall in no way affect any calculations with respect to the trustor’s children’s equal parts of any property distributed under this trust agreement. SECTION TEN CONVEYANCE ON DEATH OF TRUSTOR On the death of the trustor, should the real estate constituting this trust estate remain intact and no portion of the same have been sold or mortgaged by the trustee, the trustee shall transfer, convey, and warrant by proper deeds of conveyance the following described property to the following described persons, as follows: the trustee shall sell the trustor’s residence and distribute one-half (1/2) of the proceeds in equal parts to the trustor’s children, Daisy and Steve Goodguy, at their respective ages of twenty-five (25) and thirty (30); however, Ms. Faith Fairfellow shall live in the residence as long as she desires (even after both children are grown), provided that she must pay all real estate taxes due and other expenses of the residence if she remains after both children marry or after both otherwise leave home permanently, and the residence shall not be sold during her residence. If Ms. Fairfellow dies or vacates the residence before both children’s twenty-fifth (25th) birthdays, then the residence shall be sold and the proceeds distributed at the dates above-specified. If Ms. Fairfellow dies or vacates the residence after both children’s twenty-fifth (25th) birthdays, then the residence shall be sold and the proceeds distributed in equal parts to the trustor’s children as
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soon after the sale as practicable. Notwithstanding the foregoing provisions that allow Ms. Fairfellow to live in the residence, she shall not be allowed to live in the trustor’s residence if the trustor dies after Daisy Goodguy has graduate from high school. If any other scenario arises that has not been addressed in this trust agreement, the trustee shall use her discretion to carry out the trustor’s above-described intentions. SECTION ELEVEN SALE OR MORTGAGE OF REAL ESTATE Should the trustee sell and convey or mortgage any part of portion of the real estate which constitutes a part of this trust estate, then, in that event, at the termination of this trust, the trustee is directed to convey and warrant by proper deed or deeds of conveyance the remaining part or portion of the real estate not previously sold and any real estate not previously mortgaged to the trustor’s children, Daisy and Steve Goodguy, in equal shares as tenants in common. SECTION TWELVE DEATH OF TRUSTEE BEFORE TERMINATION; FAILURE OR REFUSAL TO ACT Should the trustee die or resign before the termination of this trust agreement, the Sun Trust National Bank, N.A. shall act as successor trustee. Should the trustee at any time refuse to act as a trustee, she shall submit her written resignation to the successor trustee, and the successor trustee shall act as the sole trustee of the trust estate. Should the trustee refusing to act fail or refuse to submit her written resignation within thirty (30) days after receipt of a written request for such submission by the successor trustee, the successor trustee shall be empowered to act as the sole trustee of the trust estate in the absence of a written resignation with full power and authority to act as though such written resignation had been submitted. The headings used herein are intended solely for use as reference and are not intended to be a part of this will. When necessary or appropriate to the meaning in this will, the singular and plural are interchangeable, and words of any gender include all genders. In witness whereof, the trustor and trustee have executed this agreement and declaration at Jason E. Havens, P.A., 1234
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Court Street, Fort Myers, Florida, on the date indicated below.
____________________ Joe Goodguy Trustor
____________________ Sally Jones Trustee
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