Power of the Trustees. Except as herein otherwise expressly provided, the Trustees in general shall have the power to deal with the trust property as if they were the absolute owners thereof free of all trusts and to take any other action that they may deem beneficial to the Trust. Without limiting the generality of the foregoing, they shall also have the following powers: A. To purchase or otherwise acquire and to hold, develop, improve, and manage any real or personal property; to invest any of the trust property in such manner as they may deem advisable without being limited as to the kind or amount of any investment; to sell, exchange or otherwise dispose of and convey any real or personal property or any interest therein for considerations and upon such terms and conditions as they may deem advisable; to join with others in the acquisition or development of real or personal property or any interest therein; to borrow money or acquire assets on a purchase money loan basis, and to issue bonds, notes or other evidences of indebtedness, and to secure the same by mortgage or pledge of all or any part of the trust assets, provided that any such obligations shall bind the trust property only, and not the Trustees or shareholders individually; to lend money without or with security; to execute leases as lessor or as lessee, including leases for terms expiring after the expiration of the Trust; to hold any property or any interest in property in the name of agents or nominees without disclosure of the Trust; and to make such contracts, agreements, undertakings, and commitments in the name and behalf of the Trust as they deem appropriate. No license of court shall be requisite to the validity of any transaction entered into by the Trustees with respect to the trust estate. B. To prosecute, compromise, submit to arbitration, or abandon any claim or dispute involving the trust property or assets and pay all debts, expenses or claims against them upon such evidence as they deem proper. C. To adopt by-laws and rules in the nature of by-laws for the administration of the Trust and to change the same from time to time; and such by-laws or rules shall control the action of the Trust while in effect, but no person dealing with the Trust or the Trustees need inquire as to the existence of the same or compliance therewith, but may rely completely upon this Trust instrument as amended in accordance with the provi- sions hereof or upon any certificate as hereinafter provided. D. To deposit moneys of the Trust in any bank or trust company, or with any bankers, and to entrust to any bank or banker, trust company or safe deposit company for safekeeping any of the securities and any documents and papers comprised in or relating to the trust estate. E. To appoint a President, Treasurer, Secretary, and such other officers as the Trustees deem appropriate. An officer may, but need not, be a Trustee. Such officers shall be subject to removal by the Trustees at any time. To employ and discharge agents and employees, legal counsel, accountants, and other professional advisers, any of whom may, but need not be, a Trustee or officer. To delegate to any of the officers, agents, employees, or to one or more of the Trustees, any power or powers of the Trustees. No Trustee shall be liable for the act or neglect of any other Trustee, nor of any officer, agent, or employee. F. Any Trustee may by an instrument in writing grant to any other Trustee the power and authority to exercise on behalf of the Trust any of the powers, authority and discretion of such grantor Trustee hereunder, so that while said delegation is in effect the Trustee to whom such powers, authority and discretion are granted may exercise the same as if he were acting in the capacity of Trustee in place and stead of such grantor in addition to acting as Trustee in his own capacity; and in the event of such grant, the grantee Trustee shall, in all matters requiring or permitting the vote of the Trustees, have one vote in his own capacity and one vote as grantee of each Trustee who has made such grant of powers, authority and discretion to him. G. The Trustees may determine reasonable compensation for themselves as Trustees and also the compensation of any officer, employee or agent of the Trust.
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Power of the Trustees. Except as herein otherwise expressly providedA. The Trustees shall have full power to do everything in administering these Trusts that they deem to be for the best interest of the beneficiaries (whether or not it be authorized or appropriate for fiduciaries but for this broad grant of authority), including, but not limited to, the Trustees following:
1. To buy, sell and trade in general shall have securities of any nature, including short sales and 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 made to the power to deal with the trust property as if they were the absolute owners thereof free of all trusts Trustees, and to take any other action that they may deem beneficial to the Trust. Without limiting the generality of the foregoing, they shall also have the following powers:
A. To acquire by purchase or otherwise acquire and to holdretain, developso long as they deem advisable, improveany kind of realty or personal property or undivided interest therein, including common and preferred stocks, bonds or other unsecured obligations, options, warrants, interest in limited partnerships, investment trusts and discretionary common trust funds, all without diversification as to kind or amount, without being limited to investments authorized by law for the investment of trust funds, and manage power to hold or take title to property in the name of a nominee;
2. To sell for cash or on credit, at private or public sale, exchange, hypothecate, sell short or otherwise dispose of any real or personal property; ;
3. To make distributions as authorized in this Trust Agreement, including distributions to invest any themselves as Trustees, in kind or in money or partly in each, even if shares be imposed differently. For such purposes, the valuation of the trust property Trustees shall be given effect, if reasonably made;
4. If, in such manner as they the Trustees' discretion, any beneficiary (whether a minor or of legal age) is incapable of making proper disposition of any sum of income or principal that is payable or appointed to said beneficiary under the terms of this Trust Agreement, the Trustees may deem advisable apply said sum to or on behalf of the beneficiary by any one or more of the following methods: by payments on behalf of the beneficiary to anyone with whom the beneficiary resides, by payments in discharge of the beneficiary's bills or debts, including bills for premiums on any insurance policies, or by paying an allowance to a beneficiary directly. The foregoing payments shall be made without being limited as regard to other resources of the beneficiary or the duty of any person to support the beneficiary and without the intervention of any guardian or like fiduciary; provided, however, that the Trustees shall insure and see to the kind or amount application of the funds for the benefit of the beneficiary, so that the funds will not be used by any investment; to selladult person, exchange or otherwise dispose of and convey any real or personal property or any interest therein other person for considerations and upon such terms and conditions as they may deem advisable; to join with others in a purpose other than the acquisition or development direct benefit of real or personal property or any interest therein; to borrow money or acquire assets on a purchase money loan basisthe beneficiary, and particularly so that said funds will not be diverted from the purpose of support and education of said beneficiary;
5. To determine whether and to issue bondswhat extent receiptsshould be deemed income or principal, notes whether or other evidences of indebtednessto what extent expenditures should be charged against principal or income, and what other adjustments should be made between principal and income, provided such adjustments do not conflict with well-settled rules for the determination of principal and income questions;
6. To delegate powers to secure the same by mortgage or pledge of all or any part agents including accountants, investment counsel, appraisers, legal counsel, and other experts, renumerate them and pay their expenses, to employ custodians of the trust assets, provided that bookkeepers, clerks and other assistants and pay them out of income or principal;
7. To execute or enter into contracts, deeds, agreements, or any such other documents of any nature whatsoever which the Trustees deem necessary or desirable to carry out the provisions and purposes of the Trusts, to renew, assign, alter, extend, compromise, release, with or without consideration, or submit to arbitration or litigation, obligations shall bind or claims held by or asserted against the trust property onlyUndersigned, and not the Trustees or shareholders the trust assets;
8. To borrow money from others or from the Trustees, for the payment of taxes, debts or expenses, or for any other purpose which, in the opinion of the Trustees, will facilitate the administration of these Trusts, and pledge or mortgage property as security for any such loans, and if money is borrowed from any Trustee individually; , to lend pay interest thereon at the then prevailing rate of interest;
9. To lease, or grant options to lease, for periods to begin presently or in the future, without regard to statutory restrictions or the probable duration of any Trust, to erect or alter buildings or otherwise improve and manage property, demolish buildings, make ordinary and extraordinary repairs, grant easements and changes, make party wall contracts, dedicate roads, subdivide, adjust boundary lines, partition and convey property or give money without for equity or partition;
10. To operate, either solely or in conjunction with security; to execute leases others, any business operation or enterprise of any nature, whether it be an individual business, general or limited partnership or corporation, for as lessor or long a time and in such a manner as lessee, including leases the Trustees deem proper for terms expiring after the expiration best interest of the Trust; , with full power to hold organize and/or operate as a sole proprietorship or partnership, to incorporate such business or to execute or join in any property plan of refinancing, merger, consolidation or any interest in property in reorganization thereof with full power to borrow monies as the name Trustees may deem advisable for the purposes thereof;
11. To charge to operating expenses all current costs of agents or nominees without disclosure of the Trust; amortization, obsolescence and to make such contracts, agreements, undertakings, and commitments in the name and behalf of the Trust as they deem appropriate. No license of court shall be requisite to the validity depreciation of any transaction entered into by the Trustees with respect to the trust estate.
B. To prosecute, compromise, submit to arbitration, or abandon any claim or dispute involving the trust property or assets and pay all debts, expenses or claims against them upon such evidence as they deem proper.
C. To adopt by-laws and rules in the nature of by-laws for the administration properties of the Trust and to change provide adequate reserves for such amortization, obsolescence and depreciation;
12. To effect and keep in force life, fire, rent, title liability or casualty insurance, or other insurance of any nature, in any form, and in any amount;
13. To enter into transactions with any other trusts in which the same Undersigned or the beneficiaries of this Trust Agreement, or any of them, have beneficial interest, even though any trustee of such other trust is also a Trustee under this Trust Agreement;
14. To exercise all the foregoing powers alone or in conjunction with others, even though any of the Trustees are personally interested in the property that is involved, notwithstanding any rules of law relating to divided loyalty or self-dealing;
15. To invest in common trust funds, to hold and invest the funds of all Trusts in solido without a physical division of the assets, as the Trustees in their discretion may determine;
B. Any Trustee may decline to act or may resign as Trustee at any time by delivering a written resignation to the beneficiaries of a Trust then subsisting.
C. Any Trustee may, from time to time; and such by-laws or rules shall control the action of the Trust while in effect, but no person dealing with the Trust or the Trustees need inquire as to the existence of the same or compliance therewith, but may rely completely upon this Trust instrument as amended in accordance with the provi- sions hereof or upon any certificate as hereinafter provided.
D. To deposit moneys of the Trust in any bank or trust company, or with any bankers, and to entrust to any bank or banker, trust company or safe deposit company for safekeeping any of the securities and any documents and papers comprised in or relating to the trust estate.
E. To appoint a President, Treasurer, Secretary, and such other officers as the Trustees deem appropriate. An officer may, but need not, be a Trustee. Such officers shall be subject to removal by the Trustees at any time. To employ and discharge agents and employees, legal counsel, accountants, and other professional advisers, any of whom may, but need not be, a Trustee or officer. To delegate to any of the officers, agents, employees, or to one or more of the Trusteesremaining Trustees any powers, duties or discretions. Every such delegation shall be a writing delivered to the delegate or delegates and shall remain effective for the further writing similarly delivered. Everyone dealing with the Trustees shall be absolutely protected in relying upon the certificate of any power Trustee as to whom the Trustees are acting for the time being and as to the extent of their authority by reason of any delegation or powers otherwise
D. From the income of the Trustees. Trusts hereby created or, if that be insufficient, from the principal thereof, the Trustees shall pay and discharge all expenses incurred in the administration of the Trusts.
E. No successor Trustee shall be liable for the act or neglect any misfeasance of any other prior Trustee, nor of any officer, agent, or employee.
F. Any Trustee may by an instrument in writing grant to any other Trustee the power and authority to exercise on behalf of the Trust any of the powers, authority and discretion of such grantor Trustee hereunder, so that while said delegation is in effect the Trustee to whom such powers, authority and discretion are granted may exercise the same as if he were acting in the capacity of Trustee in place and stead of such grantor in addition to acting as Trustee in his own capacity; and in the event of such grant, the grantee Trustee shall, in all matters requiring or permitting the vote of the Trustees, have one vote in his own capacity and one vote as grantee of each Trustee who has made such grant of powers, authority and discretion to him.
G. The Trustees may determine reasonable compensation for themselves as Trustees and also the compensation of any officer, employee or agent of the Trust.
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Sources: Trust Agreement