EFTA01378527.pdf

DEUTSCIE BANK Fax 4108955135 Sep 24 2013 09:29am P009/013 The Trustee shall continue to have all the powers herein vested in him until the final distribution of all property in his hands. , - ;- The Grantor authorizes empoWerS the Trustee to sell. to continue or to liquidate, in whole or in part. the Trust's interest in any corporation, partnership, individual proprietorship or other business, subject, however, to the provisions of any stockholders' Agreement or other Agreement with respect to such business which may be in force. Any such pie may be at a price and on tetras or conditions which the Trustee in good faith considers fah and advisable. Any such sale tray be made to any One or mot; of the Grantor's business associates. any one or mute employees of any business in which the Grantor may be engaged, and any one or more of the Grantor's relatives, eye° though said buttress associates, employees and relatives, or any.of them:, may be a Trustee under this Agreement, The Grantor further authorizes and empowers the Trustee to acquire and to conduct any business of any kind, or any interest in any such business, in partnership, individual, corporate or other tone, and to continue such business or Interest therein as tong as he may consider it advisable, and to enter into contracts, make expenditures and do all °Out acts which he may regard as necessary or propel in connection with the acquisition and conduct of such business or interest therein. Such authority and power may be exercised notwithstanding the participation of one or more of the Touters in such business in his individual capacity. The acquisition arid conduct of such tusiress or interest therein shall be at the risk of the Trust acquiring or conducting such business or interest therein, and the Grantor hereby exonerates the Trustee from any personal loss or liability which he might otherwise incur by mason of the acquisition or conduct of .such business or interest therein. The authority granted to the Trustee pursuant to this article shall be in addition to and not in limitation of the powers granted to him elsewhere in this Agreement. The Grantor makes the following provisions with respect to the To:sue; 10211.1 S CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0075709 CONFIDENTIAL SDNY_GM_00221893 EFTA01378527