Contract analysis

ARTICLE I — DEFINITIONS As used in this Agreement, the following terms shall have the meanings set forth below, unless the context otherwise requires: 1.1 "Beneficiaries" shall mean, collectively, the Primary Beneficiaries and the Contingent Beneficiaries, as those terms are defined herein. Reference to a "Beneficiary" in the singular shall mean any one of the Beneficiaries, as the context requires. 1.2 "Code" shall

ARTICLE II — ESTABLISHMENT OF TRUST; INITIAL CONTRIBUTION 2.1 Creation. The Grantor hereby establishes The Salvatore A. Pellegrino 2025 Family Trust, an irrevocable trust under the laws of the State of Florida, effective as of November 10, 2025. The Trust is created for the purposes set forth in the Recitals to this Agreement and shall be administered in accordance with the terms and provisions hereof and applicable

ARTICLE III — BENEFICIAL INTERESTS AND DISTRIBUTION PROVISIONS 3.1 Primary Beneficiaries. The Trust is established for the primary benefit of the Grantor's three children, who are designated as the Primary Beneficiaries of this Trust: (a) Marco A. Pellegrino; (b) Lucia Pellegrino-Vasquez; and (c) Dante R. Pellegrino. The Primary Beneficiaries and their descendants shall be the sole permissible recipients of distribut

ARTICLE IV — DISPOSITION AT DEATH OF PRIMARY BENEFICIARY 4.1 Testamentary Power of Appointment. Upon the death of any Primary Beneficiary, such Primary Beneficiary shall have a limited testamentary power of appointment over his or her share of the Trust Estate (or, if the Trust has been divided into separate subtrusts pursuant to Section 3.6, over the subtrust established for such Primary Beneficiary's benefit). This

ARTICLE V — TRUST TERM AND TERMINATION 5.1 Duration. The Trust shall continue until the earlier of: (a) The date on which no Beneficiary remains alive, including no descendant of the Grantor who could be a Beneficiary under the terms of this Agreement; or (b) The expiration of the maximum period permitted under applicable Florida law, which is currently the period established under the Florida Uniform Trust Code, Sec

ARTICLE VI — TRUSTEE PROVISIONS 6.1 Initial Trustee. Cornerstone Fiduciary Services, Inc. shall serve as the initial Trustee of the Trust. The Trustee's principal office is located at 200 West Forsyth Street, Suite 1500, Jacksonville, Florida 32202. The Trustee is a Florida corporation duly organized, validly existing, and in good standing under the laws of the State of Florida, and possesses all requisite corporate

ARTICLE VII — TRUSTEE POWERS 7.1 General Powers. In addition to all powers conferred upon trustees by the Florida Uniform Trust Code (Fla. Stat. Chapter 736), the Florida Trust Administration Act, and other applicable law, and in addition to any powers that may be granted by a court of competent jurisdiction, the Trustee shall have the powers set forth in this Article VII, all of which shall be exercisable in the Tru

ARTICLE VIII — SPENDTHRIFT PROVISIONS 8.1 Spendthrift Protection. No Beneficiary of the Trust shall have the power to sell, assign, transfer, pledge, mortgage, hypothecate, encumber, anticipate, or in any other manner dispose of or alienate his or her interest in the Trust, whether as to income or principal, in whole or in part, whether voluntarily or involuntarily, and no such interest shall be subject to the claims

ARTICLE IX — GRANTOR TRUST PROVISIONS (INTENTIONALLY DEFECTIVE PROVISIONS) 9.1 Intent. It is the express intent of the Grantor that the Trust shall be treated as a "grantor trust" with respect to the Grantor for federal income tax purposes under Sections 671 through 679 of the Code, for so long as the Grantor is living and the power described in Section 9.2 remains in effect. As a grantor trust, all items of income,

ARTICLE X — TRUST PROTECTOR 10.1 Appointment of Trust Protector. The initial Trust Protector shall be Patricia N. Callahan of Ridgeway & Callahan LLP, 50 North Laura Street, Suite 2200, Jacksonville, Florida 32202. The Trust Protector shall not be a Beneficiary, an Excluded Person, or a related or subordinate party to the Grantor within the meaning of Code § 672(c). The Trust Protector shall serve until her death, re

ARTICLE XI — GENERATION-SKIPPING TRANSFER TAX PROVISIONS 11.1 GST Exempt Trust. The Grantor intends that the Trust, to the extent funded with the Seed Gift, shall be a GST Exempt Trust, with an inclusion ratio of zero for generation-skipping transfer tax purposes. To accomplish this intent, the Grantor shall allocate Two Million Dollars ($2,000,000) of the Grantor's available GST exemption under Code § 2631 to the Se

ARTICLE XII — TAX AND ACCOUNTING MATTERS 12.1 Tax Identification. The Trust's federal Tax Identification Number (Employer Identification Number) has been applied for and is pending as of the date of this Agreement. Until such time as the Trust obtains a separate taxpayer identification number, and for so long as the Trust is treated as a grantor trust under Article IX hereof, the Grantor's Social Security number (end