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HomeMy WebLinkAbout968695Rck•civtu 71./2/2012 at 11:00 AM RECEIVING 968695 BOOK: 801 PAGE: 337 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY DURABLE POWER OF ATTORNEY I. Emery J. Studer the undersigned, domiciled at Lincoln County, Wyoming, do hereby revoke all previously executed Durable Power of Attorney and now make, constitute, and appoint Tracy A. Studer, of Lincoln County, Wyoming, as my attorney -in -fact (hereinafter referred to as Agent), however if Tracy A. Studer shall be unable to act as my Agent for any reason, I appoint Jalean L. Heikenfeld as my 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. With respect to the authority of any designated Agent other than Tracy A. Studer, this power of attorney shall become effective upon my disability or incapacity. The authority of my Agent shall be exercisable notwithstanding any uncertainty as to whether I am alive. I shall be deemed disabled or incapacitated upon the election by my Agent to accept the written opinion of two licensed physicians, one of which shall be the attending physician or otherwise shall have previously rendered services to me, stating that I am incapacitated through illness, age, or other cause and that I am therefore incapable of attending to my business affairs. 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 unliq 'dated, now or hereafter DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 1 OF 9 WITNESS WITNESS 0033 q d r; n� 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, convey, 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, 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, including, specifically, my Agent shall have the power to transfer title to the real property described on Exhibit A attached hereto; 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 my spouse or other 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 DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 2 OF 9 ITNESS E.0 P CIPAL WITNESS have in my sole name or in joint name with my spouse or other 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, my consent to have one -half (1/2) of any gift(s) made by my spouse considered as made by me; 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; 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 P CIPAL DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 3 OF 9 WITNESS 4) ITNESS 6) :6) t) 003 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 name 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 may be 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 terms as my said Agent may think expedient for or in relation to any purpose or object which my Agent may PRINCIPAL WIT SS 'WITNESS DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 4 OF 9 O C r 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; 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 firm 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 (including my spouse if at any time I am married during the term of this Power of Attorney), and /or (iii) friends of mine, as would likely be beneficiaries of my gifts, 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 DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 5 OF 9 WITNESS WITNESS 0034 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 to my spouse which qualify for the marital deduction as described in Section 2523 of the Internal Revenue Code of 1986, as from time to time amended; d. 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; e. My Agent may make gifts during my lifetime in excess of the annual exclusion to take advantage of planning for entitlement to governmental benefits; f. 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, provided that such beneficiary shall only include DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 6 OF 9 Ec2_g PRI WITNESS WITNESS one or more of my spouse and our respective lineal descendants, including my Agent acting hereunder, charitable organizations, trusts for any of the foregoing and my estate or my creditors; a. My Agent cannot execute a Will or Codicil on my behalf. 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. 0034" 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. 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 P CIPAL DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 7 OF 9 WITNESS WITNESS 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. I have signed and delivered this Durable Power of Attorney this 2nd day of February, 2012. Emery J. St der mac RANDI C. DOLL 199 E. PEARL ST., STE. 101 JACKSON, WY 83001 AIL �1.1 AMY 199 E. PE ST., STE. 101 JACKSO WY 83001 DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 8 OF 9 PRI CIPAL ITNESS WITNESS o3 STATE OF WYOMING COUNTY OF TETON The foregoing Durable Power of Attorney was acknowledged before me by Emery J. Studer and Amy M. Staehr and Randi C. Doll, as witnesses, on February 2, 2012. Witness my hand and official seal. My commission ex.ires: 0" I S HANNAH GREEN NOTARY PUBLIC ii.,u/AA COUNTY OF STATE OF 1 6 SEAL ?ETON 'E WYOMING NOTARY PUBLIC My Commission Expires September 12, 2015 Name and Address of Agent: Tracy A. Studer P.O. Box 3449 Alpine, WY 83128 SS Tracy A. Stud q�r DURABLE POWER OF ATTORNEY OF EMERY J. STUDER PAGE 9 OF 9 ,a 0034