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HomeMy WebLinkAbout920763 ~\~~*¡t;i;m~m~~:; .._,---,.._.. - 000214 I APN NUMBER: I RECEIVED 7/31/2006 at 12:07 PM RECEIVING # 920763 BOOK: 628 PAGE: 214 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY TITLE ON DOCUMENT: CERTIFICATE OF TRUST RECORDING REQUESTED BY: DAVID K. ROSEQUIST, ESQ. RETURN TO: Name: DAVID K. ROSEQUIST, ESQ. Address: 2727 South Rainbow Blvd. City/State/Zip: LAS VEGAS, NEVADA 89146 ".,.,~..--_..', ....,.~.......~"...·",··,..·_,-"··",.·".,·,,'~..~,,o~....._·· " .,'.....~,.."._',;,.,..'.........._.___..'~"'."...,';'. ..""" . .,...".'".u,.....,.,.......................".-.-.~__...'''",..-'''.._,....,,'"'.ur.......>;;''',.''___,_''',........." .",...«..,,:...."'......~_~......'. '0920763 000215 CERTIFICATE OF TRUST This is a Certificate of CHRISTOPHER R. and L. MARCELA GRUBBS F AMI~ Y TRUST, . dated this 28th day of April, 2006. TRUST IDENTITY AND TRUSTEE Under the terms of the Trust Agreement, CHRISTOPHER R. GRUBBS and L. MARCELA GRUBBS residents of Clark County, Nevada, are the Trustors and CHRISTOPHER R. GRUBBS and L. MARCELA GRUBBS are the Co-Trustees, as stated in the Declarations at Page 1. The name of the trust created under the terms of the Trust Agreement is CHRISTOPHER R. and L. MARCELA GRUBBS FAMILY TRUST, executed on April 28, 2006. The Trust's Identification Number is the Trustor's Social Security Numbers. SUCCESSOR TRUSTEE Should CHRISTOPHER R. GRUBBS and L. MARCELLA GRUBBS for any reason cease to act or fail to qualify as Trustee, then CRAIG and JAN BUTZ are designated as the successor Co- Trustees. No successor Trustee shall be liable for any act, omission, or default of a predecessor Trustee. And, no successor Trustee shall have any duty to investigate or review any action of a predecessor Trustee and may accept all records of the predecessor Trustee, including the accounting records that disclose the assets of the Trust, without further investigation and without incurring any liability to any person who shall claim or have an interest in the Trust, unless an adult beneficiary ofthe Trust shall request, in writing, within sixty days (60) days after appointment of the successor Trustee, that the successor Trustee undertake such investigation and review of the actions of a predecessor 126-002/GRUBBS TRUST.CER Page 1 of 9 ~.'.';.;...;.;..t¡,.¡:;:-~ lá:.~:':::::.:~..... t.:·1!:!~!..·~~I :~~ i1i;~Imm~mf~~i!;!) ~.__.._--._-,.. ..,--~--~_._------- '''~-''----'. .~ ". ...---_.,--~~~-~,~.._,.~ ........~".._-'. . ~ . ..~,.....-. ~. '...".- """'.' . . ~ __'·r. .._ , _ " 09~07()3 C00216 Trustee. Should a Trustee resign or be unable or unwilling to act, the successor Trustee named above shall be appointed pursuant to the Trust Agreement or appointed as otherwise provided by the laws of the State of Nevada. BENEFICIARY The Trust has been established for the benefit of the Trustors and those certain beneficiaries named in the Trust instrument and is subject to the Spendthrift Act of Nevada. TRUST REVOCATION While Trustors are still both living, the Trustors måy, at any time, in whole or in part, and without consent of other person, revoke or modify the CHRISTOPHER R. and L. MARCELA GRUBBS F AMIL Y TRUST. POWER OF TRUSTEE In order to carry out the purposes of any trust or trusts established by the Declaration ofT rust, the Trustee, in addition to all other powers and discretions granted by the Declaration of Trust or by law, shall have the following powers and discretions, subject to any limitations specified elsewhere in the Declaration of Trust: 6.01 Statutory Power. To hold and exercise all of the powers and discretions enumerated in N.R.S. 163.265 to N.R.S. 163.410, inclusive, as such powers and discretions exist at the time of the execution of this Declaration of Trust; and such powers and discretions are incorporated herein by reference with the same effect as if set forth verbatim. In the event any of such powers or discretions are inconsistent with any of the powers or discretions hereinafter set forth, the most liberal shall control to give the greatest latitude and discretion to the Co-Trustees. 6.02 Power to Retain Property. The Co-Trustees shall have the power to continue to hold any property, including shares of the Co-Trustees' own stock, that the Co-Trustees receive or acquire under the Trust as long as the Co-Trustees deem advisable. Title shall be held in the name of the Co-Trustees, as Co-Trustees of the CHRISTOPHER R. and L. 126-002/GRUBBS TRUST.CER Page 2 of 9 - .~_.-.._--_.,.,_. '0920763 , , 000217 MARCELA GRUBBS F AMIL Y TRl.JST, but property shall not be excluded so long as the intent to include property in the Trust reasonably appears to exist. 6.03 Power to Operate Business. The Co-Trustees shall have the power to continue or 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. 6.04 Power of Sale. Exchange. Repair. Etc. The Co-Trustees shall have the power to manage, control, grant options en, sell (for cash or on deferred payments), convey, exchange, partition, divide, subdivide, improve and repair trust property; and to create restrictions, easements and other servitudes, with or without considerations. 6.05 Power to Lease. The Co-Trustees shall have the power to lease trust property for tenns within or beyond the tenn of the trust and for any purpose, including exploration for and removal of gas, oil and other minerals; to enter into community oil leases, pooling and unitization agreements. 6.06 Power to Borrow. The Co-Trustees shall have the power to borrow money for any trust purpose upon such tenns and conditions as the Co-Trustees may deem proper and to encumber the trust estate or any trust property by mortgage, deed of trust, pledge, or otherwise, using such procedure to consummate the transaction as the Co-Trustees may deem advisable; and, with respect to any trust, to guarantee loans made by third parties to beneficiaries; to guarantee loans made by third parties to persons and organizations other than beneficiaries in connection with business transactions entered into by the Co-Trustees on behalf of the trust; and to pledge any trust asset to secure any such guarantee. 6.07 Power to Guarantee Loans. With respect to any trust, the Co-Trustees shall have the power to guarantee loans made by third parties to beneficiaries; to guarantee loans made or leases entered into by third parties to or with a corporation of which Trustors are principal shareholders and whose stock is an asset of the trust; to guarantee loans made by third parties to persons and organizations other than beneficiaries in connection with business transactions entered into by the Co-Trustees on behalf of the trust; and to pledge any trust asset to secure any such guarantee. 6.08 Power to Insure. The Co-Trustees shall have the power to carry, at the expense of the trust, insurance of such kinds and in such amounts as the Co-Trustees deem advisable to protect the trust estate and the Co-Trustees against any hazard. 6.09 Power to Commence or Defend Litigation. The Co-Trustees shall have the power to commence or defend such litigation with respect to the trust or any property of the trust estate as the Co-Trustees may deem advisable, at the expense of the trust. The Co- Trustees' powers under this paragraph shall apply during the tenn of the trust and after 126-002/GRUBBS TRUST,CER Page 3 of 9 :: :tG :::~::::::r.;: 1t!::!:f:~!:;:;;~:k: :::::~;::::~::::¡:::; ~ ~:' :;~:;~;:;:;:;~;~:::: . ·'··_4·_._.·___ ~_._-------,. '-.".. .~-.'~-~-..,...'. ...,..- -". "...,.,~..- ._..-.. ,-,'... ,.~.._.~'-"~---------_ ·_·___~4·"'''''''~.'''''''' -~"_··.'..,.....4·'*"~_.4..._.~..~.., ,. _. ,". ~ ..., 0920763 CI"IO'-18 ,"',) ¿....,. distribution of trust property. However, the Co-Trustees shall have no obligations or duties with respect to any litigation or claims occurring after distribution of trust property unless the Co-Trustees are adequately indemnified by the distributees for any loss in connection with such matters. 6.10 Power to Compromise Claims. The Co-Trustees shall have the power to compromise or otherwise adjust any claims or litigation against or in favor of the trust. 6.11 Investment Powers. The Co-Trustees shall have the power to invest and reinvest the trust estate in every kind of property, real, personal or mixed, and every kind of investment, specifically including, but not by way of limitation, commodity futures and options on commodity futures, corporate obligations of every kind, stocks, preferred or common, shares of investment trusts, investment companies and mutual funds, and mortgage participations, which people of prudence, discretion and intelligence acquire for their own account, and any common trust fund administered by the Co-Trustees. 6.12 Power to Manage Securities. With respect to securities held in the trust, the Co- Trustees shall have all the rights, powers, and privileges of an owner, including, but not by way of limitation, the power to vote, give proxies and pay assessments; to participate in voting trusts, pooling agreements, foreclosures, reorganizations, consolidations, mergers, liquidations, sales and leases, and incident to such participation to deposit securities with and transfer title to any protective or other committee on such terms as the Co-Trustees may deem advisable; and to exercise or sell stock subscription or conversion rights; provided, however, that a corporate Co-Trustees may vote its own shares in the election of directors only in the manner determined and directed by the beneficiary or a majority of the beneficiaries of the trust hereunder containing such shares. 6.13 Brokerage Accounts. The Co-Trustees are authorized to buy, sell and trade in securities of any nature (including "short" sales) and including puts, calls, straddles and other options, covered and uncovered, of every kind and nature, on margin and for such purpose 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 Co- Trustees. 6.14 Power to Hold Property in Nominee. The Co-Trustees shall have the power to hold securities or other property in the Co-Trustees' own names or in the name of its nominee with or without disclosing any fiduciary relationship or the Co-Trustees may hold securities unregistered in such condition that ownership will pass, by delivery. 6.15 Power to Advance Funds. The Co-Trustees shall have the power to loan or advance the Co-Trustees' funds to the trust for any trust purpose, such advances with interest at then current rates to constitute a first lien upon the entire trust estate and to be repaid out of principal or income. 126·002/GRUBBS TRUST.CER Page 4 of 9 ./ V' ',o:.o;~"";.;.;o":...:.:t.".........,.,-.."""",-<-".,,",",.,,,"_.,......,.~...:=,,,,,.~,;...._. .. "".,, .',:,~__....--;"",,,,,,; , "'.,., "j_' .,.:IIa;o¡.:...........~..,. ·'~...r--:Jo.,~~"·~·"'r,,¥t!l'!~·!iJO; ".~f.:.t1: :J';i"' >\,""',,,:- ,·,',.,..,,·....,'.;!J.......<i:.';..-:I"·'-, . ·'.,·,"r·.,.,.;1 ~,"ir!"~: :..~..I:¡:.:':. 09Z0763 f'('\Of¡19 ;.. u :¿ ... 6.16 Power to Budget. The Co-Trustees shall have the power to budget the estimated annual income and expenses ofthe trusts in such manner as to equalize, as far as practicable, periodic income payments to beneficiaries. 6.17 Determination of Principal and Income. Except as otherwise: specifically provided in this instrument, the determination of all matters with respect to what is principal and income of the trust estate and the apportionment and allocation of receipts and expenses between these accounts shall be governed by the provisions of Nevada law from time to time existing. Any such matter not provided for either in the Trust Agreement or in Nevada law shall be determined by the Co-Trustees in their discretion. 6.18 Division and Distribution in Kind. The Co-Trustees shall have the power to partition, allot and distribute the trust estate, on any division or partial or final distribution of the trust estate, in undivided interests or in kind, or partly in money and partly in kind, at valuations determined by the Co-Trustees, and to sell such property as the Co-Trustees may deem necessary to make division or distribution. In making any division or partial or final distribution of the trust estate, the Co-Trustees shall be under no obligation to make a pro rata division, or to distribute the same assets to beneficiaries similarly situated; but rather, the Co-Trustees may, in the Co-Trustees' absolute discretion, make a non-pro rata division between trusts or shares and non-pro rata distributions to such beneficiaries, as long as the respective assets allocated to separate trusts or shares, or distributed to such beneficiaries, have equivalent or proportionate fair market value. The income tax basis of assets allocated or distributed non-pro rata need not be equivalent and may vary to a greater or lesser amount, as determined by the Co-Trustees in their discretion, and no adjustment need be made to compensate for any difference in basis. 6.19 Transactions with Estate of Trustor. If the Co-Trustees deem it necessary or advisable for the protection of the estate of the Trustor, or in the best interest of such estate of this trust and the beneficiaries thereof, the Co-Trustees, in their sole and absolute discretion, may with trust funds purchase any securities or other property at a fair value from the legal representatives of such estate and retain such property as part of the trust estate and make secured or unsecured loans of trust funds at the then current rate of interest to such legal representatives, without any liability for loss resulting to the trust estate by reason of any such purpose or loan. ~: i:!::~m:::i:f:~:::~ :~::;~:!::::.~:~:~':j 6.20 Transactions between Trusts. The Co-Trustees may loan or advance money, at the current rate of interest, from any trust hereunder to any other trust hereunder and may sell and purchase assets between the trust hereunder in the Co-Trustees' discretion; subject, always, to the· requirement that such transactions be for fair and adequate consideration. 6.21 Power to Invest in Life Insurance. The Co-Trustees shall have the power to apply for, own, receive as a part of the trust assets, hold and/or pay premiums upon life insurance in any form and upon the life of any person or persons as the Co-Trustees may 126-002/GRUBBS TRUST.CER Page 5 of 9 ¡m;I;I~~~ifm~¡,! ,..,~.._....,. .. ..,-,.._----~--,....~~--.....-..~.._-~_..'-- ,-..... ..'."----,......-...-.,......,.-..... ,-,.~_.-......................"~.....,...,....... .."........." ~"'", -'''''. "," ,..'.-...-.....,.-.-.C>...-... ,.,'.. ·'''',1'", '. ,..,.......,-, _. 09207'63 C00220 deem advisable. The Co-Trustees are authorized to exercise all rights under such policies and no company issuing the same shall be required to determine the extent of the authority of the Co-Trustees. 6.22 Power to Adjust for Tax Consequences. The Co-Trustees shall have the power, in the Co-Trustees' absolute discretion, to take any action and to make any election to minimize the tax liabilities of this trust and its beneficiaries, to allocate the benefits among the various beneficiaries, to make adjustments in the rights of any beneficiaries, or between the income and principal accounts and to compensate for the sequence of any tax election or any investment or administrative decision that the Co-Trustees believe has had the effect of directly or indirectly preferring one beneficiary or group of beneficiaries over others. 6.23 Power to Purchase Discount Treasury Bonds. The Co-Trustees shall have the power to purchase at less than par obligations of the United States of America that are redeemable at par in payment of any federal estate tax liability of Trustor's estate in such amounts as Co-Trustees deems advisable. The Co-Trustees shall exercise the Co-Trustees' discretion and purchase such obligations if the Co-Trustees have reason to believe that Trustors are in substantial danger of death and if the Co-Trustees believe there are inadequate sources for payment of tax. The Co-Trustees may borrow funds and give security in order to effect a purchase and shall resolve any doubt concerning the desirability of making the purchase or its amount in favor of making the purchase and in purchasing a larger amount than may be necessary. The Co-Trustees shall incur no liability for losses resulting from a decision either to purchase or not to purchase, which is made in good faith. Notwithstanding anything in this instrument to the contrary, the Co-Trustees are directed to pay the federal estate tax due on Trustor's death in an amount not less than the par value plus accrued interest of such obligations that are eligible for redemption in payment of the deceased Trustor's taxes, without apportionment or charge against any beneficiarr of the trust estate or transferee of property passing outside the trust estate. The legal representative of the deceased Trustor's estate, or if none was appointed, the Co-Trustees, acting under the Trust instrument, shall select the redemption date of such obligations. 6.24 Power to Act Independently. Each individual Trustor acting as Co-Trustee hereofhas the authority to act independently of any other Trustor acting as Co-Trustee hereof without requiring the signature or consent of the other Trustor-Trustee in exercising his or her duties as Co-Trustee hereof. 6.25 Co-Trustees' Power to Loan to. Buy from and Sell to Trust Individually. The Co-Trustees shall have the power to loan or advance the Co-Trustees' own funds to the trust for any trust purpose, with interest at current rates; to receive security for such loans in the form of a mortgage, pledge, deed of trust or other encumbrance of any assets of the trust; to purchase assets of the trust at their fair market value as determined by an independent appraisal of those assets; and to sell property to the trust at a price not in excess of its fair market value as determined by an independent appraisal. 126-002/GRUBBS TRUST.CER Page 6 of 9 /' -----~- .--- ._._--.~- , .-.. .-~-_._,---,._.._. - .~. .._-". .""'._--'---.~'''-~''-'--"'-'"- -......... .---. ..,~ _"c. ·...-".'.___n.._..~___" ,....~. 0920763 C00221 6.26 Release of Powers. Each individual Co-Trustee shall have the power to release or to restrict the scope of any power that he or she may hold in connection with the trust created under this instrument, whether said power is expressly granted in this instrument or implied by law. The individual (non-corporate) Co-Trustee shall exercise this power in a written instrument specifying the powers to be released or restricted and the nature of any such restriction. Any released power shall pass to and be exercised as provided for in the written instrument. 6.27 Power to Withhold Payment if Conflicting Claims Arise. The Co-Trustees shall have the power to withhold from distribution, in the Co-Trustees' absolute discretion, at the time for distribution of any property in this trust, without the payment of interest, all or any part of the property, as long as the Co-Trustees shall determine in the Co-Trustees' absolute discretion that such property may be subject to conflicting claims, to tax deficiencies, or to liabilities, contingent or otherwise, properly incurred in the administration of the estate. 6.28 Power to Purchase Bonds at Premium. The Co-Trustees shall have the power to purchase bonds and to pay such premiums in connection with the purchase as the Co- Trustees, in their absolute discretion, deem advisable; provided, however, that each premium shall be repaid periodically to principal out of the interest on the bond in such reasonable manner as the Co-Trustees shall detern1ine and, to the extent necessary, out of the proceeds on the sale or other disposition of the bond. 6.29 Power to Purchase Bonds at Discount. The Co-Trustees shall have the power to purchase bonds at such discount as the Co-Trustees, in their absolute discretion, deem advisable; provided, however, that each discount shall be accumulated periodically as interest in such reasonable manner as the Co-Trustees shall determine and to the extent necessary paid out of the proceeds on the sale or other disposition of the bond or out of principaL 6.30 Power to Employ Agents. The Co-Trustees shall have the power to employ any custodian, attorney, accountant, corporate fiduciary, investment counsel, or any other agent or agents to assist the Co-Trustees in the administration of this trust and to rely on the advice given by these agents. The Co-Trustees shall also have the power to delegate security trading authority to a broker. Reasonable compensation for all services performed by these agents shall be paid from the trust estate out of income and shall not decrease the compensation to which the Co-Trustees are entitled, including agents in foreign jurisdictions. 6.31 Authority to Pay Death Taxes. Except for taxes imposed on the estate for which the Executor has a right of recovery under Sections 2207 A or 2207B of the Internal Revenue Code of 1986, as amended, or any successor provisions, all federal estate taxes and state estate, death and inheritance taxes imposed as a result of our deaths, together with any interest or penalties thereon, shall be paid by the Co-Trustees and charged to, or prorated among, the residuary beneficiaries of the trust estate or the persons entitled to the benefits under these trusts, in the Co-Trustees' discretion, without any statutory apportionment or 126-002/GRUBBS TRUST.CER Page 7 of 9 ;~~r~~'::f::::::~:;i 1:1;;:;:m~~:;~!::: _~_"__",·."L, ",...""....,. ....,-,..~.---~.--...--------~-----.~.~."'...,-_._~-....~-_... '·_7...'_~'"_..,'--O,....___--....__...............'"',..., ..,..,',' , ',......"OL_....'.'''''.'_L_......_...-......'.,......, ·--···_.....·...·"',·.''''....,.,'''''~_.-.-.....'''-·C'''''";....,,·..,... ~ ~.,..t..."-_,_.~.,.,.~'.,, ... ,_, ,._~.... _ 0920763 000222 right of recoupment, and regardless of whether the property giving rise to those taxes passes under or outside of my Will or any codicil thereto. All such taxes which are paid from the residue of my taxable estate shall be apportioned among the beneficiaries who receive the taxable residue of my estate. 6.32 Co-Trustees' Bond. No bond shall be required of any person named in this instrument as Co-Trustees, or of any person appointed as the Co-Trustees in the manner specified here, for the faithful performance of his or her duties as Co-Trustees. 6.33 No-Contest Clause. In the event any beneficiary under the trust shall, singly or in conjunction with any other person or persons, contest in any court the validity of the trust or the deceased Trustor's last will or shall seek to obtain an adjudication in any proceeding in any court that the trust or any of its provisions or that such will or any of its provisions is void, or seek otherwise to void, nullify, or set aside the trust or any of its provisions, then the right of that person to take any interest given to him by the trust shall be determined as it would have been determined had the person predeceased the execution of the declaration of trust without surviving issue. The Co-Trustees are hereby authorized to defend, at the expense of the trust estate, any contest or other attack of any nature on this trust or any of its provlSlons. 6.34 Exculpatory Clause: Trustee and Co-Trustee. No Trustee designated in this instrument shall be liable to any beneficiary or to any heir of the Trustors for the Trustee's acts or failure to act, except for negligence or willful misconduct. 6.35 Abandonment of Property. The Co-Trustees are authorized to abandon any pròperty or interest in property belonging to the trust when, in the Co-Trustees' absolute discretion, such abandonment is in the best interest of the trust and its beneficiaries. 6.36 Power to Delegate. Any Trustee currently acting as Trustee hereof may delegate any or all of his or her powers to another currently named Trustee for a specified period of time and may resume those powers on written notice to the current Trustee(s). TRUST CERTIFICATION CHRISTOPHER R. GRUBBS and L. MARCELA GRUBBS, Trustors and Co-Trustees, currently acting under the CHRISTOPHER R. and L. MARCELA GRUBBS Þ AMIL Y TRUST, hereby certify that this Certificate of CHRISTOPHER R. and L. MARCELA GRUBBS F AMIL Y TRUST is an accurate summary of the provisions of the Trust Agreement identifying the Trust, naming the Co-Trustees and the successor Trustee, and specifying the powers of the Trustees. Any 126-002/GRUBBS TRUST.CER Page 8 of 9 / ., ""~"···..··,,,,,··.·.·,·,,.,,",.,...=-,o......~,"..",..,,.'''''=~''''''''''''''''''_~=L' ., ',....",..", ,,,.,,...,,.,,.~~...,,.... '".'. ".' """".-_.....M..,,"'~~......... ~.."".. ..". ......"",'..,.".... . ...,.".,""....~"'" "09?07(j3 C00223 person or entity transacting business with the Co-Trustees may rely upon this Certificate without reviewing the entire Declaration of Trust, pursuant to Nevada law. Dated: 1/~klð(p. TRUSTORS: CH~~{~ rJn2~/iA-) 1. MARCELA GRUBBS , , CO-rES./ ~ )~f~ CHRiSTOPH R. GRUBBS ~~ 1. MARCELA GRUBBS STATE OF NEVADA ) ) ss. COUNTY OF CLARK ) On this l~\"'day of April, 2006, then and there personally appeared before me, a notary public, CHRISTOPHER R. GRUBBS and 1. MARCELA GRUBBS, personally known (or proved) to me to be the persons whose names are subscribed to the above instrument as both Trustors and currently acting Co-Trustees, who acknowledged to me that they executed the foregoing Certificate of Trust. 1j";'ji;ij,;;;;¡;'j':':';1 lli·;:¡;'N1N!:;:.:,:;¡ ¡..ti'f·ii.·loI,..i..,....~ '·c.4:~::t::c.o_.'áJ ..~ . . . ' NOTARY PUlLIC STATE OF NEVADA County of Ciai'll MAR.,. E. BARR.,. ~. No. 98.0<138.1 . E '.. olin. 7, 201 126-002/GRUBBS TRUST.CER Page 9 of 9