HomeMy WebLinkAbout960815DURABLE POWER OF ATTORNEY
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I, Robert E. Bressler, the undersigned, domiciled at Lincoln County, Wyoming, do hereby
make, constitute, and appoint Stephen L. Bressler of Lakewood, Colorado, as my attorney -in -fact
(hereinafter referred to as Agent), with the following powers to be exercised in my name and for my
benefit:
1. Disability of Principal. This power of attorney shall be and remain effective,
regardless of my subsequent disability or incapacity. The authority of my Agent shall be exercisable
notwithstanding any uncertainty as to whether I am alive. Any act done by my Agent during any
period of my disability or incompetency or during any period of uncertainty as to whether I am alive
shall have the same effect as though I were alive, competent, and not disabled, and shall inure to the
benefit of and by me, my heirs, devisees, and personal representatives.
2. General Grant of Power. To exercise or perform any act, power, duty, right or
obligation whatsoever that I now have or may hereafter acquire, relating to any person, matter,
transaction or property, real or personal, tangible or intangible, now owned or hereafter acquired by
me, including, without limitation, the following specifically enumerated powers. I grant to my Agent
full power and authority to do everything necessary in exercising any of the powers herein granted
as fully as I might or could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that my Agent shall lawfully do or cause to be done by virtue of
this power of attorney and the powers herein granted;
3. Collection Powers. To forgive, request, demand, sue for, recover, collect, receive,
and hold 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, profit sharing, retirement, social security, insurance and other contractual
benefits and proceeds, all documents of title, all property, real or personal, intangible or tangible
property and property rights, and demands whatsoever liquidated or unliquidated, now or hereafter
owned by, or due, owing, payable or belonging to, me or in which I have or may hereafter acquire
an interest; to have, use, and take all lawful means and equitable and legal remedies and proceedings
in my name for the collection and recovery thereof, and to adjust, sell, compromise, and agree for
the same, and to execute and deliver for me, on my behalf, and in my name, all endorsements,
releases, receipts, or other sufficient discharges for the same;
4. Real Property Powers. To bargain, contract, agree for, option, purchase, acquire,
receive, improve, maintain, repair, insure, plat, partition, safeguard, lease, demise, grant, bargain,
sell, assign, transfer, remise, release, exchange, conyey, mortgage and hypothecate real estate and
any interest therein (and including any interest which I hold with any other person as joint tenants
with full rights of survivorship, or as tenants by the entireties), lands, tenements and hereditaments,
for such price, upon such terms and conditions, as my Agent shall determine;
5. Personal Property Powers. To bargain, contract, agree for, purchase, option,
acquire, receive, improve, maintain, repair, insure, safeguard, lease, assign, sell, exchange, redeem,
transfer, mortgage, hypothecate and in any and every way and manner deal in and with goods, wares,
RECEIVED 9/1 /2011 at 2:51 PM
RECEIVING 960815
BOOK: 772 PAGE: 95
JEANNE WAGNER
.ir-• .r r. 111 ICI
merchandise, furniture and furnishings, automobiles, bills, notes, debentures, bonds, stocks, limited
partnership interests, certificates of deposit, commercial paper, money market instruments, and other
securities, choses in action and other tangible or intangible personal property in possession or in
action, for such price, upon such terms and conditions, as my Agent shall determine;
6. Contract Powers. To make, do, and transact every kind of business of whatever
nature, and also for me and in my name, and as my act and deed, to sign, seal, execute, deliver and
acknowledge such stock certificates, stock powers, assignments separate from certificates, deeds,
conveyances, leases and assignments of leases, covenants, indentures, options, letters of intent,
contracts, agreements, closing agreements, certificates, mortgages, hypothecations, bills of lading,
bills, bonds, debentures, notes, receipts, evidences of debts, releases and satisfaction of mortgage,
judgments and other debts, waivers of statutes of limitation, and such other documents and
instruments in writing of whatever kind and nature as may be necessary or proper in the premises,
as fully as I might do if done in my own capacity;
7. Banking Powers. To make, draw, sign in my name, deliver and execute checks,
drafts, receipts for moneys, notes, or other orders for the payment of money against, or otherwise
make withdrawals from any commercial checking or savings account which I may have in my sole
name or in joint name with another person(s), in any bank or financial institution, for any purpose
which my Agent may think necessary, advisable or proper; and to endorse and negotiate in my name
and to deliver checks, drafts, notes, bills, certificates of deposit, commercial paper, money market
instruments, bills of exchange or other instruments for the payment of money and to deposit same,
as cash or for collection, and into any commercial checking or savings account which I may have in
my sole name or in joint name with another person(s), in any bank or financial institution; and to
carry on all my ordinary banking business;
8. Tax Returns. To prepare, execute, and file reports, returns, declarations, forms and
statements for any and all tax purposes including income tax, gift tax, real estate tax, personal
property tax, intangibles tax, single business tax, or any other kind of tax whatsoever, to pay such
taxes and any interest or penalty thereon or additions thereto; to make and file objections, protests,
claims for abatement, refund or credit in relation to any such tax proposed, levied or paid; to signify,
as may be required by Section 2513 of the United States Internal Revenue Code of 1954, as
amended, or any corresponding section of any future United States law; to represent me and to
institute and prosecute proceedings in court or before any administrative authority to contest any
such tax in whole or in part or for recovery of any amount paid in respect of any such tax, to defend
or settle any amount paid in respect of any such tax, to give full and final receipt for any refund or
credit and to endorse and collect any checks or other vouchers therefor; to pay any and all such taxes
and any interest, penalty or other additional amounts; to employ attorneys, accountants, or other
representatives and grant powers of attorney or letters of appointment thereof for any of the purposes
aforesaid;
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9. Safe Deposit Box. To have access to any safe deposit box of which I am a tenant
or cotenant with full power to withdraw or change from time to time the contents thereof; and to
exchange or surrender the box and keys thereto, renew any rental contract therefor, and to do all
things which any depository, association, or bank or its agents may require, hereby releasing the
lessor from all liability in connection therewith;
10. Employ Agents. To employ and compensate agents, accountants, attorneys,
appraisers, financial consultants, custodians (including banks as custodians), real estate brokers and
other professional assistants and to retain and compensate such persons for services rendered; and
to waive any attorney /client privilege;
11. Motor Vehicles. To apply for a Certificate of Title upon, and endorse and transfer
title thereto, for any automobile, or other motor vehicle, and to represent in such transfer assignment
that the title to said motor vehicles is free and clear of all liens and encumbrances except those
specifically set forth in such transfer assignment;
12. Settlement Powers. To adjust, settle, compromise, or submit to arbitration any
accounts, debts, claims, demands, disputes or matters which are now subsisting or may hereafter
arise between me and my Agent and any other person or persons, or in which any property, right,
title, interest or estate belonging to or claimed by me may be concerned;
13. Legal Actions. To commence, prosecute, enforce or abandon, or to defend, answer,
oppose, confess, compromise or settle all claims, suits, actions or other judicial or administrative
proceedings in which I am or may hereafter be interested, or in which any property, right, title,
interest or estate belonging to, coming to or claimed by me may be concerned;
14. Dividends. To receive all dividends which are or shall be payable on any and all
shares of stock in any corporation which may stand in my name on the books of such corporation
or to which I may be, in equity or otherwise, beneficially entitled; or to elect to reinvest such
dividends, all as my Agent may deem appropriate;
15. Vote Stock. To vote at all stockholder meetings of corporations and otherwise to act
as my proxy or representative in respect of any shares now held or which may hereafter be acquired
by me therein and for that purpose to sign and execute any proxies or other instruments in my naive
and on my behalf;
16. Transfer of Stock. To sell, assign, transfer, and deliver all and any shares of stock
standing in my name on the books of any corporation, of which I may be, in equity or otherwise,
beneficially entitled, and for that purpose to make and execute all necessary acts of assignment and
transfer;
17. Insurance and Employee Benefit Plans. To redeem, surrender, borrow, extend,
cancel, amend, pledge, alter or change, including change of beneficiary, any insurance policies in
which I may have an interest, as my Agent may deem proper and expedient, and for such purpose
to sign and execute any documents, affidavits or forms required in my name and on my behalf,
except however, my Agent shall have no power and authority over life insurance policies I may own
on my Agent's life; and to exercise all powers and options involving retirement programs,
compensation plans, pension, profit sharing and other employee benefit plans;
18. Social Security and Governmental Benefits. To make application to any
governmental agency for any benefit or government obligation to which I maybe entitled; to endorse
any checks or drafts made payable to me from any government agency for my benefit, including any
social security checks;
19. Business Interests. To continue to conduct or participate in any business in which
I may be engaged or to carry out, modify, or amend any agreement to which I may be a party, and
to sell, exchange, modify, or terminate such interest to or with such person or persons as my Agent
may deem proper and on such terms and with such security as my Agent may deem appropriate; to
execute partnership agreements, and amendments thereto; to incorporate, reorganize, merge,
consolidate, recapitalize, sell, liquidate or dissolve any business; to elect or employ officers, directors
and agents; and to carry out the provisions of any agreement for the sale of any business interest or
the stock therein;
20. Borrow. To borrow from time to time such sums of money and upon such terns as
my said Agent may think expedient for or in relation to any purpose or object which my Agent may
deem proper or expedient, unsecured or upon the security of any of my property, whether real or
personal or otherwise, and for such purpose to give, execute in my name, deliver, and acknowledge
promissory notes and /or renewals thereof, mortgages, pledges and guaranties with such powers and
provisions as my Agent may think proper or requisite;
21. Lending. To lend money to any person (other than my Agent) upon any terms and
conditions as my Agent may think reasonable or expedient, and to modify, renew or extend the time
for payment of any obligation, secured or unsecured, payable to me for any period or periods of time
and upon any terms and conditions, and to foreclose as an incident to the collection of any obligation,
any deed of trust, mortgage or other lien securing such obligation, and to bid on the property at any
such foreclosure sale or otherwise acquire the property without foreclosure and to retain the property
so obtained;
22. Holding Property in Nominee Name. To register and hold any securities or other
property in the name of a nominee or in any other form without disclosure of the agency relationship,
or to hold the same in such form that they will pass by delivery;
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23. Debts and Expenses. To pay, compromise, and settle any and all bills, loans, notes,
or other forms of indebtedness owed by me at the present time, or which may be owed by me or
incurred by my Agent hereunder for my benefit at any time in the future, and incur and pay from any
of my assets or property all reasonable expenses in connection with control, management, and
supervision of my property, and the maintenance, support, care, and comfort of myself and those
dependent upon me, including reasonable compensation for the services of my Agent, and including
the fees and charges of such agents, attorneys, accountants, or others as my Agent may, in the
exercise of discretion, employ in the management of any of my affairs;
24. Investments. To invest and reinvest in loans, stocks, bonds, including United States
Bonds purchased at a discount but redeemable at face value, securities, mutual funds, real estate, life
insurance, annuities, or endowment policies or combinations thereof, or in any other investment
which my Agent may deem proper; to reduce the interest rate at any time and from time to time on
any mortgage or land contract; to deal with and give instructions to any brokerage fine with respect
to the purchase, sale or other disposition of securities and other assets; to add assets to or withdraw
assets from any account in my name and sign any representation, certification or agreement,
including agreements regarding margin, option trading, or commodities accounts, that my Agent
deems advisable;
25. Gifts. To make gifts of any and all of my assets or property to (i) such charity or
charities which qualify as an organization described in Section 170(c) of the Internal Revenue Code
of 1986, as from time to time amended, (ii) relatives of mine, and/or (iii) friends of mine, as would
likely be beneficiaries of my gifts, including my attorney(s) -in -fact and my successor attorney(s) -in-
fact, and /or as would benefit me or my estate by minimizing current or prospective taxes or
expenses of administration; provided, however, that any such gifts made to a donee other than a
charity, shall not exceed in any one year the Federal annual gift tax exclusion, as from time to time
amended, with the following exceptions:
a. My Agent may make gifts directly to a "qualifying educational organization"
as tuition for an individual as described in Section 2503(e) of the Internal Revenue Code of
1986, as from time to time amended;
b. My Agent may make gifts directly to a provider of medical care as payment
for an individual's medical care as described in Section 2503(e) of the Internal Revenue Code
of 1986, as from time to time amended;
c. My Agent may make gifts during my lifetime in excess of the annual
exclusion to take advantage of the applicable credit amount against federal gift and estate tax
described in Sections 2010(a) and 2505 of the Internal Revenue Code of 1986, as from time
to time amended;
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d. My Agent may make gifts during my lifetime in excess of the annual
exclusion to take advantage of planning for entitlement to governmental benefits;
e. My Agent may make transfers of my property to fund a revocable trust or to
withdraw property from a revocable trust (provided that any withdrawal from any such
revocable trust shall be solely for my benefit or for the purpose of facilitating gift transfers
as otherwise authorized herein), or transfers of my property into joint tenancy or other non
probate form subject to a declaration of trust, if such trust or declaration of trust was created
by me prior to my disability or incapacity and has not been revoked by me;
26. Disclaimers. To disclaim, on my behalf, any interest in property which without such
disclaimer I would receive by gift, bequest, devise or inheritance, except that no such disclaimed
property shall inure to the benefit of my Agent, my Agent's creditors, or my Agent's estate;
27. Annuity or Retirement Accumulations. To act in my stead in connection with any
matters in relation to any annuity or survivor annuity arrangement, any individual retirement account,
any stock option or deferred compensation arrangements, any pension plan, profit sharing plan, stock
bonus plan, employee stock ownership plan, or any other employee benefit plan or similar
arrangement in which I have an interest, whether as owner, participant, beneficiary or otherwise,
including the right and power to make such elections as may be available with respect to the method
and timing of payment of benefits under any of the foregoing, and the right and power to make
beneficiary designations under any of the foregoing;
28. Anatomical Gifts. To donate my blood, a kidney, or other organ or body part during
my lifetime to a relative of mine, and upon my death, to any needful donee.
29. Restrictions on Agent's Powers.
a. My Agent cannot execute a Will or Codicil on my behalf.
b. My Agent cannot execute any trust on my behalf; however, my Agent can
enter into a custodial agreement with a financial institution having trust powers.
c. My Agent cannot divert the beneficial use of my assets to my Agent, my
Agent's creditors, or the estate of my Agent (although my Agent may have legal title to the
same by virtue of joint ownership or otherwise).
d. My Agent shall not exercise, and shall not be vested with any incidents of
ownership as to insurance policies insuring my Agent's life, owned by me.
e. My Agent is a fiduciary, possessing no general power of appointment.
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f. My Agent shall not exercise any powers which I received from my Agent in
a fiduciary capacity, and my Agent shall have no authority to exercise any powers, the
exercise of which would cause assets of mine to be considered as taxable in my Agent's
estate for the purpose of the federal estate tax.
30. Interpretation and Governing Law. This instrument is to be construed and
interpreted as a general durable power of attorney. The enumeration of specific powers is not
intended to, nor does it, limit or restrict the general powers herein granted to my Agent. Paragraph
headings are for convenience only and are not to be deemed to be part of this instrument. This
instrument is executed and delivered in the State of Wyoming, and the laws of the State of Wyoming
shall govern all questions as to the validity of this power and construction of its provisions.
31. Third -Party Reliance. Third parties may rely upon the representation of my Agent
as to all matters relating to any power granted to my Agent, and no person who may act in reliance
upon the representations of my Agent or the authority granted to my Agent shall incur any liability
to me or my estate as a result of permitting my Agent to exercise any power, and for the purpose of
inducing third parties to rely on this power of attorney, I warrant that, if this power is revoked by me
or otherwise terminated, I will indemnify and save such third party harmless from any loss suffered
or liability incurred by such third party in good faith reliance on the authority of my Agent prior to
such third party's actual knowledge of revocation or termination of this power of attorney whether
such termination is by operation of law or otherwise. This warranty shall bind my heirs, devisees
and personal representatives.
32. Photographic Copies. Photographic or other facsimile reproductions of this
executed power may be made and delivered by my Agent and may be relied upon by any person to
the same extent as though the copy were an original. Anyone who acts in reliance upon the
representation or certificate of my Agent, or upon a reproduction of this power, shall not be liable
for permitting my Agent to perform any act pursuant to this power.
33. Removal and Resignation of Agent, Agent's Power of Substitution. I shall have
the right to remove my Agent at any time in a writing signed by me and acknowledged before a
notary public and delivered to the Agent in person or to such person' s last known address by certified
or registered mail, return receipt requested. My Agent shall have the right to resign in a writing
signed by the Agent and acknowledged before a notary public and delivered to me and to the
designated successor Agent, if any, in person or to such person's last known address by certified or
registered mail, return receipt requested. Unless I have otherwise designated a successor, my Agent
shall have full power of substitution, including the power to designate another or others as my
attorney -in -fact, to exercise on a general or limited basis any or all of the powers granted by this
instrument, and to revoke any such appointment. My Agent may exercise this full power of
substitution by designating only the next designated successor named herein, if any, but if none, such
power of substitution shall otherwise be unlimited.
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I have signed and delivered this Durable Power ofAttorney this day of January, 2006.
STATE OF ARIZONA
COUNTY OF MARICOPA
Name and Address of Agent:
Stephen L. Bressler
2891 Newcombe Way
Lakewood, CO 80227
(303) 914 -0827
3 ALE GH
Notary Public Arizona
Naar /cope County
Commission Expires
June 8, 2007
SS
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rt E. Bressler
The foregoing Durable Power of Attorney was acknowledged before me by Robert E.
Stephen this day of January, 2006. Witness my hand and official seal. My commission
expires: Dyne- 2W7.
otary Public