1034-00004 · Group Strathmore Corp · Revocable Trust & Will Documents

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CERTIFICATION OF TRUST

Caldwell Revocable Trust

(as Amended and Restated)

Prepared Pursuant to the New York Estates, Powers and Trusts Law (NY EPTL) § 7-A-1 et seq. and Applicable Provisions Governing Trust Certifications

This Certification of Trust (this "Certification") is prepared and executed for the purpose of presentation to financial institutions, transfer agents, custodians, title companies, and other third parties in lieu of providing the full trust agreement governing the Caldwell Revocable Trust (as defined and described more fully herein). This Certification is intended to confirm the existence of the trust, the identity and authority of the currently acting Trustee, and certain other material terms and provisions of the trust, all as set forth below.

This Certification may be relied upon by any third party to whom it is presented without requiring the production of the complete trust instrument. Any person or entity acting in good faith reliance upon the representations, warranties, and statements contained herein shall be fully protected in doing so, to the extent permitted by applicable law, including the New York Estates, Powers and Trusts Law. The undersigned Trustee acknowledges that this Certification is being furnished voluntarily for the convenience of third parties and to facilitate transactions involving trust assets.

Section 1: Trust Identification

The following information identifies the trust that is the subject of this Certification:

Full Name of Trust: Caldwell Revocable Trust

Original Date of Establishment: October 3, 2010

Date of Amendment and Restatement: February 6, 2023 (effective April 1, 2023)

The Caldwell Revocable Trust (the "Trust") was originally established on October 3, 2010, pursuant to a written trust agreement executed by the Settlor identified herein. On February 6, 2023, the Settlor exercised his reserved power of amendment to amend and restate the trust agreement in its entirety, with such amendment and restatement becoming effective as of April 1, 2023 (the "Amended and Restated Trust Agreement" or the "Trust Agreement"). The Amended and Restated Trust Agreement supersedes and replaces all prior versions of the trust agreement and any prior amendments thereto.

The Trust is currently in full force and effect and has not been revoked, terminated, or otherwise extinguished. The Trust remains a valid and subsisting trust under the laws of the State of New York.

The Trust is a revocable inter vivos trust (i.e., a living trust created during the lifetime of the Settlor), governed by the laws of the State of New York, including the New York Estates, Powers and Trusts Law (NY EPTL) and all applicable regulations and judicial interpretations thereunder.

Federal Tax Identification: During the lifetime of the Settlor, the Trust uses the Settlor's Social Security Number as its taxpayer identification number (last four digits: 4781). The Trust is treated as a "grantor trust" for federal income tax purposes under Sections 671 through 679 of the Internal Revenue Code of 1986, as amended (the "Code"). As such, all items of income, deduction, gain, loss, and credit attributable to the Trust are reported on the individual income tax return of the Settlor during his lifetime. No separate federal income tax return is required to be filed for the Trust during such period. Upon the death of the Settlor or upon the Trust ceasing to be treated as a grantor trust, a separate federal employer identification number will be obtained for the Trust (or for any sub-trusts created thereunder), and separate fiduciary income tax returns will be filed as required by applicable law.

Section 2: Settlor / Grantor

The following information identifies the individual who established the Trust and who serves as the Settlor (also referred to as the "Grantor") thereof:

Full Legal Name of the Settlor: Jonathan Robert Caldwell

Date of Birth: March 14, 1956

Current Residential Address:

418 East 72nd Street, Apt. 14A New York, NY 10021

The Settlor is currently living and, as of the date of this Certification, has full legal capacity to manage his affairs, including the authority to act as Trustee and to exercise all powers reserved to him under the Trust Agreement. No guardian, conservator, or other fiduciary has been appointed for the Settlor, and no proceeding seeking such appointment is currently pending or, to the knowledge of the undersigned, threatened.

The Settlor retains the unrestricted power to amend, modify, or revoke the Trust in whole or in part during his lifetime, subject to the procedural requirements set forth in the Trust Agreement, as described more fully in Section 5 below. The Settlor's reserved powers are personal to him and may not be exercised by any other person, including any agent acting under a power of attorney, unless expressly authorized in the Trust Agreement.

Section 3: Currently Acting Trustee

The following information identifies the individual currently serving as Trustee of the Trust:

Currently Acting Trustee: Jonathan Robert Caldwell

Address of Currently Acting Trustee:

418 East 72nd Street, Apt. 14A New York, NY 10021

Pursuant to the terms of the Trust Agreement, the Settlor serves as the sole Trustee of the Trust during his lifetime and while he has legal capacity. The Settlor duly accepted the office of Trustee upon the original establishment of the Trust on October 3, 2010, and has served continuously in that capacity since such date. The Trustee is currently serving in such capacity and has not resigned, been removed, or been disqualified from serving.

There are no co-trustees currently serving. The Trust Agreement does not provide for any mandatory co-trustee during the Settlor's lifetime. The Trustee acts alone and has sole authority over all trust administration, investment, and distribution decisions, subject to the terms and limitations set forth in the Trust Agreement.

The Trustee's authority extends to all assets held in the Trust, wherever located, and includes the power to engage in all transactions and activities necessary or appropriate to carry out the purposes of the Trust, as further described in Section 6 below.

Section 4: Successor Trustees

The Trust Agreement names the following individuals as successor Trustees, who shall serve in the order and under the circumstances described below:

First Successor Trustee

Name: Eleanor Victoria Caldwell (spouse of the Settlor)

Address:

418 East 72nd Street, Apt. 14A New York, NY 10021

Eleanor Victoria Caldwell shall serve as Trustee of the Trust upon the death, incapacity, or resignation of the Settlor as Trustee. Her appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and she shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.

Second Successor Trustee

Name: Thomas Robert Caldwell (son of the Settlor)

Address:

55 Perry Street, Unit 3 New York, NY 10014

Thomas Robert Caldwell shall serve as Trustee of the Trust upon the death, incapacity, resignation, or inability to serve of Eleanor Victoria Caldwell as Trustee. His appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and he shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.

Third Successor Trustee

Name: Katherine Claire Hartfield (daughter of the Settlor)

Address:

210 Briarcliff Lane Greenwich, CT 06830

Katherine Claire Hartfield shall serve as Trustee of the Trust upon the death, incapacity, resignation, or inability to serve of Thomas Robert Caldwell as Trustee. Her appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and she shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.

Additional Provisions. The Trust Agreement contains additional provisions for the appointment and removal of successor Trustees beyond those named above, including procedures for the designation of additional successor Trustees by instrument in writing and provisions addressing the circumstances under which a Trustee may be removed by specified persons. Such provisions are not disclosed in this Certification, as they are not necessary for the purposes for which this Certification is intended. Third parties may rely upon the identity of the currently acting Trustee as stated in Section 3 above and need not concern themselves with the succession provisions described in this Section 4 unless and until a change of Trustee has occurred, at which time an updated Certification or other appropriate documentation will be provided.

Section 5: Revocability

The Trust is revocable by the Settlor during his lifetime. The Settlor has reserved, and continues to hold, the full and unrestricted right to amend, modify, or revoke the Trust Agreement in whole or in part at any time and from time to time during his lifetime, for any reason or for no reason.

Any amendment, modification, or revocation of the Trust must be effected by a signed written instrument delivered by the Settlor to the Trustee (or, if the Settlor is then serving as Trustee, executed and retained by the Settlor in his capacity as Settlor). No amendment, modification, or revocation shall be effective unless made in compliance with the procedural requirements specified in the Trust Agreement. Oral amendments, modifications, or revocations are not permitted under the Trust Agreement.

Upon the death of the Settlor, the Trust shall become irrevocable in its entirety and shall thereafter be administered in accordance with its terms as in effect at the time of the Settlor's death. Upon such event, the Trust Agreement provides for the creation of certain sub-trusts for the benefit of designated beneficiaries, including but not limited to trust provisions designed to qualify for the federal estate tax marital deduction under Section 2056 of the Code and credit shelter or bypass trust provisions intended to utilize the Settlor's applicable exclusion amount under Section 2010 of the Code. The specific terms, conditions, and beneficial provisions of such sub-trusts are not disclosed in this Certification, and no third party is entitled to require their disclosure as a condition of relying upon this Certification.

During the Settlor's lifetime, the revocable nature of the Trust means that the Settlor retains the right to reclaim any and all assets transferred to the Trust, to redirect the disposition of trust assets, and to terminate the Trust and receive all trust property in his individual capacity, at any time and without restriction.

Section 6: Trustee Powers

The Trustee has broad and comprehensive powers under the Trust Agreement and under applicable provisions of New York law, including but not limited to the New York Estates, Powers and Trusts Law. The following summary of Trustee powers is provided for informational purposes and is not intended to be exhaustive. The Trustee's powers include, without limitation, the following:

Real Property. The Trustee has the power to acquire, hold, manage, improve, lease, sell, mortgage, encumber, exchange, partition, subdivide, develop, raze, repair, insure, and otherwise deal with real property of every kind and description, wherever situated, including residential, commercial, and vacant land, and to execute and deliver all instruments necessary or appropriate in connection with any such transaction, including deeds, leases, mortgages, deeds of trust, easements, and other conveyances.

Securities and Financial Assets. The Trustee has the power to acquire, hold, vote, sell, exchange, convert, redeem, and otherwise deal with stocks, bonds, debentures, mutual funds, exchange-traded funds, money market instruments, certificates of deposit, interests in limited partnerships, limited liability companies, real estate investment trusts, and all other securities and financial instruments, whether publicly traded or privately held, and to exercise all rights, options, and privileges associated therewith, including subscription rights, conversion privileges, and tender offers.

Banking and Financial Transactions. The Trustee has the power to open and maintain checking, savings, money market, and other deposit accounts at banks, trust companies, credit unions, brokerage firms, and other financial institutions; to deposit and withdraw funds; to execute, endorse, and deliver checks, drafts, orders, and other instruments for the payment of money; to execute and deliver wire transfer instructions; and to enter into custodial agreements, safe deposit box rental agreements, and other arrangements with financial institutions as the Trustee deems appropriate.

Borrowing. The Trustee has the power to borrow money from any source, including banks, lending institutions, and private lenders, on such terms and conditions as the Trustee deems appropriate; to pledge, hypothecate, or mortgage trust assets as collateral for any such borrowing; and to execute and deliver promissory notes, loan agreements, security agreements, mortgages, deeds of trust, and all other instruments necessary or appropriate in connection with any such borrowing transaction.

Business Interests. The Trustee has the power to hold, manage, vote, and dispose of interests in business entities of every kind and description, including limited liability companies, general and limited partnerships, corporations (including S corporations, to the extent the Trust qualifies as a permissible shareholder), joint ventures, and sole proprietorships; to participate in the governance of such entities, including serving as a manager, member, general partner, limited partner, officer, or director thereof; to execute and deliver operating agreements, partnership agreements, shareholder agreements, and other organizational and governance documents; and to make capital contributions, receive distributions, and exercise all other rights and powers incident to ownership of such interests.

Insurance. The Trustee has the power to acquire, hold, manage, surrender, cancel, and collect proceeds of insurance policies of every kind and description, including life insurance, property and casualty insurance, liability insurance, and annuity contracts; to pay premiums thereon from trust funds; to exercise all policy options, including the right to designate or change beneficiaries (to the extent the Trust is the owner of such policies); and to borrow against the cash value of any such policies.

Tax Matters. The Trustee has the power to file federal, state, and local income tax returns and other tax reports and returns on behalf of the Trust; to make all tax elections available to the Trustee under applicable law, including elections under Sections 643, 663, 2032, 2032A, 2056, and 2056A of the Code, and any corresponding state tax provisions; to consent to the splitting of gifts; to allocate the generation-skipping transfer tax exemption; to negotiate and settle tax disputes; to execute closing agreements and other instruments with taxing authorities; and to take all other actions necessary or advisable with respect to the Trust's tax obligations, including the engagement of accountants, tax advisors, and legal counsel.

Litigation. The Trustee has the power to commence, prosecute, defend, compromise, settle, and otherwise participate in claims, actions, suits, arbitrations, mediations, and other legal proceedings on behalf of the Trust, in any jurisdiction, and to engage attorneys, experts, and other professionals in connection therewith; to pay legal fees and costs from trust funds; and to execute and deliver settlement agreements, releases, and other instruments in connection with any such proceedings.

Distribution. The Trustee has the power to make distributions of income and principal to the beneficiaries of the Trust in accordance with the terms and provisions of the Trust Agreement. The specific distributive provisions of the Trust Agreement, including the identity of beneficiaries, the standards governing distributions, and the timing and amount of distributions, are not disclosed in this Certification. Third parties are not required to monitor or inquire into the application of funds distributed from the Trust.

Delegation. The Trustee has the power to delegate administrative, investment, and other functions to agents, financial advisors, investment managers, custodians, and other service providers, and to enter into agreements with such persons and entities for the performance of delegated functions. Any such delegation shall be subject to the Trustee's continuing duty of oversight and the standards applicable to fiduciary delegation under New York law, including NY EPTL § 11-2.3.

General Authority. The Trustee has all other powers granted under the Trust Agreement, whether or not enumerated above, and all powers conferred upon trustees by applicable provisions of the New York Estates, Powers and Trusts Law, including the fiduciary powers set forth in EPTL § 11-1.1 and the prudent investor standards set forth in EPTL § 11-2.3. The Trustee's powers shall be construed broadly to enable the Trustee to carry out the purposes of the Trust and to administer the Trust in an efficient and effective manner. The enumeration of specific powers herein shall not be construed to limit the generality of the Trustee's authority under the Trust Agreement or applicable law.

Section 7: Number of Beneficiaries and General Information

The Trust has multiple beneficiaries. The specific identities, shares, interests, and entitlements of the beneficiaries are contained in the Trust Agreement and are not disclosed in this Certification. No third party is entitled to require the disclosure of such information as a condition of relying upon this Certification or transacting business with the Trust or the Trustee.

The Trust Agreement provides for certain sub-trusts that may be created upon the death of the Settlor, including trust provisions designed to qualify for the federal estate tax marital deduction under Section 2056 of the Code and credit shelter (bypass) trust provisions intended to utilize the Settlor's applicable exclusion amount under Section 2010 of the Code. The Trust Agreement may also provide for generation-skipping trusts, descendants' trusts, and other sub-trusts, the specific terms and conditions of which are not disclosed herein. The creation, funding, and administration of such sub-trusts are governed exclusively by the terms of the Trust Agreement and applicable law, and no third party shall be required to oversee or monitor such provisions.

This Certification is expressly provided in lieu of producing the full Trust Agreement, and third parties are entitled to rely upon the representations contained herein without requiring further disclosure of beneficial provisions, distribution standards, or the identity or interests of any beneficiary. The withholding of such information is consistent with the Settlor's intention to maintain the privacy of the trust's beneficial provisions and is authorized by applicable provisions of New York law.

Section 8: Title to Trust Assets

Assets held in the Trust should be titled in the following form:

"Jonathan R. Caldwell, Trustee of the Caldwell Revocable Trust, dated October 3, 2010, as amended and restated effective April 1, 2023"

Alternatively, the following abbreviated form may be used where the foregoing form is impractical due to character limitations or institutional requirements:

"Jonathan R. Caldwell, Trustee, Caldwell Revocable Trust u/a/d October 3, 2010, as amended"

Other reasonable variations of the foregoing forms of title may be acceptable, provided that the title reflects (a) the name of the acting Trustee, (b) the Trustee's fiduciary capacity, and (c) the name of the Trust. The Trustee requests that third parties consult with the Trustee or the Trustee's legal counsel before using any form of title that deviates materially from the forms set forth above.

The Trustee has the authority to acquire and hold assets in the name of the Trust, in the Trustee's name as Trustee, in the Trustee's individual name (with appropriate records reflecting the trust ownership), or in the name of a nominee, as the Trustee may determine from time to time. The use of a nominee or other form of registration shall not affect the ownership of such assets by the Trust or the Trustee's authority to deal with such assets on behalf of the Trust.

Section 9: Trust Situs and Governing Law

The Trust is sitused in the State of New York. The principal place of administration of the Trust is the State of New York, County of New York.

The Trust Agreement is governed by and shall be construed in accordance with the laws of the State of New York, including the New York Estates, Powers and Trusts Law, the New York Surrogate's Court Procedure Act, and all other applicable statutes, regulations, and judicial decisions of the State of New York, without regard to the conflict of laws principles thereof.

The Trust has not been moved to, nor is it administered in, any jurisdiction other than the State of New York. The situs and governing law of the Trust have not been changed since the Trust's original establishment on October 3, 2010, and no proceeding or action to change the situs or governing law is currently pending or contemplated.

Section 10: Representations and Warranties of the Trustee

The undersigned Trustee hereby certifies, represents, and warrants to all third parties who may rely upon this Certification as follows:

1. Valid Establishment and Existence. The Trust described herein has been validly established in accordance with the laws of the State of New York and is currently in existence, in full force and effect, and has not been revoked, terminated, or otherwise extinguished.

2. No Inconsistent Modification. The Trust has not been revoked, terminated, or modified in any manner inconsistent with the statements contained in this Certification. All material terms and provisions of the Trust that are relevant to the authority of the Trustee and the validity of the Trust are accurately reflected herein.

3. Current Trust Agreement. The Amended and Restated Trust Agreement, executed on February 6, 2023, and effective April 1, 2023, is the most current version of the trust agreement and contains all operative terms and provisions governing the Trust. There are no amendments, supplements, or modifications to the Trust Agreement other than those reflected in the Amended and Restated Trust Agreement.

4. Authority of the Trustee. The undersigned is the currently acting Trustee of the Trust and has full authority to act on behalf of the Trust in all matters, including the acquisition, management, and disposition of trust assets, the execution and delivery of documents and instruments, and the conduct of all transactions described in this Certification or contemplated by the Trust Agreement.

5. No Pending or Threatened Proceedings. There are no pending or threatened legal proceedings, investigations, or other actions that would affect the validity of the Trust, the authority of the Trustee to act on behalf of the Trust, or the ownership of trust assets. The Trust is not a party to any litigation, arbitration, or other proceeding that would impair the Trustee's ability to transact business on behalf of the Trust.

6. Truth and Accuracy. All statements contained in this Certification are true, correct, and complete in all material respects as of the date of execution hereof. The undersigned has not knowingly omitted any material fact that would render any statement herein misleading or inaccurate.

7. No Co-Trustee. No other person or entity currently serves as co-trustee of the Trust. The undersigned is the sole Trustee and acts alone in all matters relating to the administration of the Trust.

Section 11: Reliance by Third Parties

Any financial institution, bank, trust company, brokerage firm, transfer agent, custodian, title company, insurance company, or other third party to whom this Certification is presented may rely upon this Certification of Trust without requiring the production of the full Trust Agreement. A third party acting in good faith reliance upon the statements, representations, and warranties contained in this Certification shall not be liable for any loss, damage, or claim arising from such reliance, provided that such reliance is in good faith and without actual knowledge of facts inconsistent with the statements contained herein.

This Certification is provided in accordance with, and third-party reliance hereon is authorized by, applicable provisions of the New York Estates, Powers and Trusts Law permitting the use of a certification or affidavit of trust in lieu of production of the full trust instrument. Third parties are encouraged to accept this Certification as sufficient evidence of the existence of the Trust, the identity and authority of the Trustee, and the powers of the Trustee, without requiring further disclosure of the terms of the Trust Agreement.

The Trustee agrees to provide an updated Certification of Trust to any third party upon any material change in the Trust, including but not limited to any change in the identity of the acting Trustee, any amendment or restatement of the Trust Agreement, any revocation or termination of the Trust, or any other event that would render any statement in this Certification materially inaccurate or incomplete. Until such updated Certification is delivered, third parties may continue to rely upon this Certification as then in effect.

A third party may request a copy of those specific excerpts of the Trust Agreement that are directly relevant to a particular transaction or matter in question, including excerpts relating to the Trustee's powers or authority with respect to a specific type of asset or transaction. However, no third party is entitled to review the entire Trust Agreement or any provisions thereof relating to the identity or interests of beneficiaries, distribution standards, or other beneficial provisions. The Trustee reserves the right to redact or withhold any portion of the Trust Agreement that is not directly relevant to the transaction or inquiry in question.

Nothing in this Certification shall be construed to create any obligation on the part of any third party to investigate or verify the accuracy of the statements contained herein, or to monitor the administration of the Trust or the conduct of the Trustee. A third party who acts in reliance upon this Certification without actual knowledge of any defect, irregularity, or inconsistency shall be held harmless from any liability arising from such reliance.

Section 12: Limitation on Disclosure

This Certification of Trust is provided solely for the purpose of confirming the existence of the Trust, the identity and authority of the currently acting Trustee, the powers of the Trustee, and certain other administrative and structural terms of the Trust, all as described herein. This Certification is not intended to, and does not, constitute a complete summary or restatement of the Trust Agreement.

This Certification does not disclose, and shall not be construed to disclose, the following:

(a) The specific beneficial provisions of the Trust Agreement, including the identity, shares, interests, and entitlements of any beneficiary;

(b) The distribution standards, terms, and conditions governing distributions of income and principal to beneficiaries;

(d) The identity or interests of any remainder beneficiary or contingent beneficiary;

(e) Any provisions relating to the exercise of powers of appointment;

(f) Any provisions relating to spendthrift protection, creditor protection, or other protective provisions for the benefit of beneficiaries; or

(g) Any other provision of the Trust Agreement not expressly set forth or summarized in this Certification.

No inference regarding the terms of the Trust, the identity or interests of beneficiaries, the standards governing distributions, or any other non-disclosed provision should be drawn from this Certification or from any omission herein. The omission of any provision or term from this Certification does not indicate that such provision or term does not exist in the Trust Agreement, nor does it indicate that such provision or term is inconsistent with any statement contained herein.

Section 13: Execution and Notarization

IN WITNESS WHEREOF, the undersigned Trustee has executed this Certification of Trust as of the date set forth below, and hereby affirms under penalty of perjury that the statements contained herein are true, correct, and complete in all material respects.

TRUSTEE:

By: ________

Jonathan R. Caldwell Trustee of the Caldwell Revocable Trust

Date: ________

Address:

418 East 72nd Street, Apt. 14A New York, NY 10021

ACKNOWLEDGMENT. STATE OF NEW YORK COUNTY OF NEW YORK

On this __ day of ____, 20__, before me, the undersigned, a Notary Public in and for the State of New York, personally appeared Jonathan Robert Caldwell, known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument, and acknowledged to me that he executed the same in his capacity as Trustee of the Caldwell Revocable Trust, and that by his signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written.

________________________________________

Notary Public, State of New York

Printed Name: ________

Commission Expiration Date: ______

[NOTARIAL SEAL]

EXHIBIT A

Excerpt of Trustee Powers (Optional Attachment)

Relevant excerpts of the Trust Agreement's article governing Trustee powers may be attached hereto as Exhibit A if requested by a specific financial institution, transfer agent, custodian, title company, or other third party in connection with a particular transaction or account opening. The decision to attach any such excerpt shall be made by the Trustee in his sole discretion, in consultation with legal counsel as appropriate.

Any excerpt attached hereto as Exhibit A is limited solely to the powers granted to the Trustee under the Trust Agreement and does not include, and shall not be construed to include, any beneficial provisions, distribution standards, identity of beneficiaries, or any other provision of the Trust Agreement not directly related to the Trustee's powers and authority. Any attached excerpt has been reviewed by the Trustee and the Trustee's legal counsel to confirm that no beneficial or distributive provisions have been inadvertently included.

Any exhibit attached hereto is incorporated by reference into this Certification of Trust and shall be deemed a part hereof for all purposes. Third parties may rely upon any attached exhibit to the same extent and subject to the same limitations as they may rely upon this Certification itself, as set forth in Section 11 above.

As of the date of this Certification, no excerpt is attached as Exhibit A. If a third party requires a copy of the Trustee powers article or any excerpt thereof, such request should be directed to the Trustee or to the Trustee's legal counsel at the address set forth below.

Preparation and Law Firm Reference

This Certification of Trust was prepared by:

Calderwood & Harkness LLP 375 Park Avenue, 42nd Floor New York, NY 10152

Matter No.: 1034-00004

Contact:

Monica Reyes, Lead Associate Victoria Chambers, Responsible Partner

This Certification was prepared in connection with the comprehensive estate plan implemented for Jonathan R. Caldwell during 2023, which included the amendment and restatement of the Caldwell Revocable Trust, the preparation of ancillary estate planning documents, and related matters. Questions regarding this Certification or the underlying Trust should be directed to Calderwood & Harkness LLP at the address set forth above or to the Trustee at the address set forth in Section 3 of this Certification.

This document is provided for informational and transactional purposes only and does not constitute legal advice to any third party. Third parties should consult their own legal counsel regarding the sufficiency of this Certification for any particular purpose or transaction.

CERTIFICATION OF TRUST
Caldwell Revocable Trust
(as Amended and Restated)
Prepared Pursuant to the New York Estates, Powers and Trusts Law (NY EPTL) § 7-A-1 et seq. and Applicable Provisions Governing Trust Certifications
This Certification of Trust (this "Certification") is prepared and executed for the purpose of presentation to financial institutions, transfer agents, custodians, title companies, and other third parties in lieu of providing the full trust agreement governing the Caldwell Revocable Trust (as defined and described more fully herein). This Certification is intended to confirm the existence of the trust, the identity and authority of the currently acting Trustee, and certain other material terms and provisions of the trust, all as set forth below.
This Certification may be relied upon by any third party to whom it is presented without requiring the production of the complete trust instrument. Any person or entity acting in good faith reliance upon the representations, warranties, and statements contained herein shall be fully protected in doing so, to the extent permitted by applicable law, including the New York Estates, Powers and Trusts Law. The undersigned Trustee acknowledges that this Certification is being furnished voluntarily for the convenience of third parties and to facilitate transactions involving trust assets.
Section 1: Trust Identification
The following information identifies the trust that is the subject of this Certification:
Full Name of Trust: Caldwell Revocable Trust
Original Date of Establishment: October 3, 2010
Date of Amendment and Restatement: February 6, 2023 (effective April 1, 2023)
The Caldwell Revocable Trust (the "Trust") was originally established on October 3, 2010, pursuant to a written trust agreement executed by the Settlor identified herein. On February 6, 2023, the Settlor exercised his reserved power of amendment to amend and restate the trust agreement in its entirety, with such amendment and restatement becoming effective as of April 1, 2023 (the "Amended and Restated Trust Agreement" or the "Trust Agreement"). The Amended and Restated Trust Agreement supersedes and replaces all prior versions of the trust agreement and any prior amendments thereto.
The Trust is currently in full force and effect and has not been revoked, terminated, or otherwise extinguished. The Trust remains a valid and subsisting trust under the laws of the State of New York.
The Trust is a revocable inter vivos trust (i.e., a living trust created during the lifetime of the Settlor), governed by the laws of the State of New York, including the New York Estates, Powers and Trusts Law (NY EPTL) and all applicable regulations and judicial interpretations thereunder.
Federal Tax Identification: During the lifetime of the Settlor, the Trust uses the Settlor's Social Security Number as its taxpayer identification number (last four digits: 4781). The Trust is treated as a "grantor trust" for federal income tax purposes under Sections 671 through 679 of the Internal Revenue Code of 1986, as amended (the "Code"). As such, all items of income, deduction, gain, loss, and credit attributable to the Trust are reported on the individual income tax return of the Settlor during his lifetime. No separate federal income tax return is required to be filed for the Trust during such period. Upon the death of the Settlor or upon the Trust ceasing to be treated as a grantor trust, a separate federal employer identification number will be obtained for the Trust (or for any sub-trusts created thereunder), and separate fiduciary income tax returns will be filed as required by applicable law.
Section 2: Settlor / Grantor
The following information identifies the individual who established the Trust and who serves as the Settlor (also referred to as the "Grantor") thereof:
Full Legal Name of the Settlor: Jonathan Robert Caldwell
Date of Birth: March 14, 1956
Current Residential Address:
418 East 72nd Street, Apt. 14A New York, NY 10021
The Settlor is currently living and, as of the date of this Certification, has full legal capacity to manage his affairs, including the authority to act as Trustee and to exercise all powers reserved to him under the Trust Agreement. No guardian, conservator, or other fiduciary has been appointed for the Settlor, and no proceeding seeking such appointment is currently pending or, to the knowledge of the undersigned, threatened.
The Settlor retains the unrestricted power to amend, modify, or revoke the Trust in whole or in part during his lifetime, subject to the procedural requirements set forth in the Trust Agreement, as described more fully in Section 5 below. The Settlor's reserved powers are personal to him and may not be exercised by any other person, including any agent acting under a power of attorney, unless expressly authorized in the Trust Agreement.
Section 3: Currently Acting Trustee
The following information identifies the individual currently serving as Trustee of the Trust:
Currently Acting Trustee: Jonathan Robert Caldwell
Address of Currently Acting Trustee:
418 East 72nd Street, Apt. 14A New York, NY 10021
Pursuant to the terms of the Trust Agreement, the Settlor serves as the sole Trustee of the Trust during his lifetime and while he has legal capacity. The Settlor duly accepted the office of Trustee upon the original establishment of the Trust on October 3, 2010, and has served continuously in that capacity since such date. The Trustee is currently serving in such capacity and has not resigned, been removed, or been disqualified from serving.
There are no co-trustees currently serving. The Trust Agreement does not provide for any mandatory co-trustee during the Settlor's lifetime. The Trustee acts alone and has sole authority over all trust administration, investment, and distribution decisions, subject to the terms and limitations set forth in the Trust Agreement.
The Trustee's authority extends to all assets held in the Trust, wherever located, and includes the power to engage in all transactions and activities necessary or appropriate to carry out the purposes of the Trust, as further described in Section 6 below.
Section 4: Successor Trustees
The Trust Agreement names the following individuals as successor Trustees, who shall serve in the order and under the circumstances described below:
First Successor Trustee
Name: Eleanor Victoria Caldwell (spouse of the Settlor)
Address:
418 East 72nd Street, Apt. 14A New York, NY 10021
Eleanor Victoria Caldwell shall serve as Trustee of the Trust upon the death, incapacity, or resignation of the Settlor as Trustee. Her appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and she shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.
Second Successor Trustee
Name: Thomas Robert Caldwell (son of the Settlor)
Address:
55 Perry Street, Unit 3 New York, NY 10014
Thomas Robert Caldwell shall serve as Trustee of the Trust upon the death, incapacity, resignation, or inability to serve of Eleanor Victoria Caldwell as Trustee. His appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and he shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.
Third Successor Trustee
Name: Katherine Claire Hartfield (daughter of the Settlor)
Address:
210 Briarcliff Lane Greenwich, CT 06830
Katherine Claire Hartfield shall serve as Trustee of the Trust upon the death, incapacity, resignation, or inability to serve of Thomas Robert Caldwell as Trustee. Her appointment as successor Trustee shall become effective automatically upon the occurrence of any such event, without the necessity of any court proceeding or other formal action, and she shall thereafter have all of the powers, duties, and responsibilities of the Trustee as set forth in the Trust Agreement and under applicable law.
Additional Provisions.  The Trust Agreement contains additional provisions for the appointment and removal of successor Trustees beyond those named above, including procedures for the designation of additional successor Trustees by instrument in writing and provisions addressing the circumstances under which a Trustee may be removed by specified persons. Such provisions are not disclosed in this Certification, as they are not necessary for the purposes for which this Certification is intended. Third parties may rely upon the identity of the currently acting Trustee as stated in Section 3 above and need not concern themselves with the succession provisions described in this Section 4 unless and until a change of Trustee has occurred, at which time an updated Certification or other appropriate documentation will be provided.
Section 5: Revocability
The Trust is revocable by the Settlor during his lifetime. The Settlor has reserved, and continues to hold, the full and unrestricted right to amend, modify, or revoke the Trust Agreement in whole or in part at any time and from time to time during his lifetime, for any reason or for no reason.
Any amendment, modification, or revocation of the Trust must be effected by a signed written instrument delivered by the Settlor to the Trustee (or, if the Settlor is then serving as Trustee, executed and retained by the Settlor in his capacity as Settlor). No amendment, modification, or revocation shall be effective unless made in compliance with the procedural requirements specified in the Trust Agreement. Oral amendments, modifications, or revocations are not permitted under the Trust Agreement.
Upon the death of the Settlor, the Trust shall become irrevocable in its entirety and shall thereafter be administered in accordance with its terms as in effect at the time of the Settlor's death. Upon such event, the Trust Agreement provides for the creation of certain sub-trusts for the benefit of designated beneficiaries, including but not limited to trust provisions designed to qualify for the federal estate tax marital deduction under Section 2056 of the Code and credit shelter or bypass trust provisions intended to utilize the Settlor's applicable exclusion amount under Section 2010 of the Code. The specific terms, conditions, and beneficial provisions of such sub-trusts are not disclosed in this Certification, and no third party is entitled to require their disclosure as a condition of relying upon this Certification.
During the Settlor's lifetime, the revocable nature of the Trust means that the Settlor retains the right to reclaim any and all assets transferred to the Trust, to redirect the disposition of trust assets, and to terminate the Trust and receive all trust property in his individual capacity, at any time and without restriction.
Section 6: Trustee Powers
The Trustee has broad and comprehensive powers under the Trust Agreement and under applicable provisions of New York law, including but not limited to the New York Estates, Powers and Trusts Law. The following summary of Trustee powers is provided for informational purposes and is not intended to be exhaustive. The Trustee's powers include, without limitation, the following:
Real Property. The Trustee has the power to acquire, hold, manage, improve, lease, sell, mortgage, encumber, exchange, partition, subdivide, develop, raze, repair, insure, and otherwise deal with real property of every kind and description, wherever situated, including residential, commercial, and vacant land, and to execute and deliver all instruments necessary or appropriate in connection with any such transaction, including deeds, leases, mortgages, deeds of trust, easements, and other conveyances.
Securities and Financial Assets. The Trustee has the power to acquire, hold, vote, sell, exchange, convert, redeem, and otherwise deal with stocks, bonds, debentures, mutual funds, exchange-traded funds, money market instruments, certificates of deposit, interests in limited partnerships, limited liability companies, real estate investment trusts, and all other securities and financial instruments, whether publicly traded or privately held, and to exercise all rights, options, and privileges associated therewith, including subscription rights, conversion privileges, and tender offers.
Banking and Financial Transactions. The Trustee has the power to open and maintain checking, savings, money market, and other deposit accounts at banks, trust companies, credit unions, brokerage firms, and other financial institutions; to deposit and withdraw funds; to execute, endorse, and deliver checks, drafts, orders, and other instruments for the payment of money; to execute and deliver wire transfer instructions; and to enter into custodial agreements, safe deposit box rental agreements, and other arrangements with financial institutions as the Trustee deems appropriate.
Borrowing. The Trustee has the power to borrow money from any source, including banks, lending institutions, and private lenders, on such terms and conditions as the Trustee deems appropriate; to pledge, hypothecate, or mortgage trust assets as collateral for any such borrowing; and to execute and deliver promissory notes, loan agreements, security agreements, mortgages, deeds of trust, and all other instruments necessary or appropriate in connection with any such borrowing transaction.
Business Interests. The Trustee has the power to hold, manage, vote, and dispose of interests in business entities of every kind and description, including limited liability companies, general and limited partnerships, corporations (including S corporations, to the extent the Trust qualifies as a permissible shareholder), joint ventures, and sole proprietorships; to participate in the governance of such entities, including serving as a manager, member, general partner, limited partner, officer, or director thereof; to execute and deliver operating agreements, partnership agreements, shareholder agreements, and other organizational and governance documents; and to make capital contributions, receive distributions, and exercise all other rights and powers incident to ownership of such interests.
Insurance. The Trustee has the power to acquire, hold, manage, surrender, cancel, and collect proceeds of insurance policies of every kind and description, including life insurance, property and casualty insurance, liability insurance, and annuity contracts; to pay premiums thereon from trust funds; to exercise all policy options, including the right to designate or change beneficiaries (to the extent the Trust is the owner of such policies); and to borrow against the cash value of any such policies.
Tax Matters. The Trustee has the power to file federal, state, and local income tax returns and other tax reports and returns on behalf of the Trust; to make all tax elections available to the Trustee under applicable law, including elections under Sections 643, 663, 2032, 2032A, 2056, and 2056A of the Code, and any corresponding state tax provisions; to consent to the splitting of gifts; to allocate the generation-skipping transfer tax exemption; to negotiate and settle tax disputes; to execute closing agreements and other instruments with taxing authorities; and to take all other actions necessary or advisable with respect to the Trust's tax obligations, including the engagement of accountants, tax advisors, and legal counsel.
Litigation. The Trustee has the power to commence, prosecute, defend, compromise, settle, and otherwise participate in claims, actions, suits, arbitrations, mediations, and other legal proceedings on behalf of the Trust, in any jurisdiction, and to engage attorneys, experts, and other professionals in connection therewith; to pay legal fees and costs from trust funds; and to execute and deliver settlement agreements, releases, and other instruments in connection with any such proceedings.
Distribution. The Trustee has the power to make distributions of income and principal to the beneficiaries of the Trust in accordance with the terms and provisions of the Trust Agreement. The specific distributive provisions of the Trust Agreement, including the identity of beneficiaries, the standards governing distributions, and the timing and amount of distributions, are not disclosed in this Certification. Third parties are not required to monitor or inquire into the application of funds distributed from the Trust.
Delegation. The Trustee has the power to delegate administrative, investment, and other functions to agents, financial advisors, investment managers, custodians, and other service providers, and to enter into agreements with such persons and entities for the performance of delegated functions. Any such delegation shall be subject to the Trustee's continuing duty of oversight and the standards applicable to fiduciary delegation under New York law, including NY EPTL § 11-2.3.
General Authority. The Trustee has all other powers granted under the Trust Agreement, whether or not enumerated above, and all powers conferred upon trustees by applicable provisions of the New York Estates, Powers and Trusts Law, including the fiduciary powers set forth in EPTL § 11-1.1 and the prudent investor standards set forth in EPTL § 11-2.3. The Trustee's powers shall be construed broadly to enable the Trustee to carry out the purposes of the Trust and to administer the Trust in an efficient and effective manner. The enumeration of specific powers herein shall not be construed to limit the generality of the Trustee's authority under the Trust Agreement or applicable law.
Section 7: Number of Beneficiaries and General Information
The Trust has multiple beneficiaries. The specific identities, shares, interests, and entitlements of the beneficiaries are contained in the Trust Agreement and are not disclosed in this Certification. No third party is entitled to require the disclosure of such information as a condition of relying upon this Certification or transacting business with the Trust or the Trustee.
The Trust Agreement provides for certain sub-trusts that may be created upon the death of the Settlor, including trust provisions designed to qualify for the federal estate tax marital deduction under Section 2056 of the Code and credit shelter (bypass) trust provisions intended to utilize the Settlor's applicable exclusion amount under Section 2010 of the Code. The Trust Agreement may also provide for generation-skipping trusts, descendants' trusts, and other sub-trusts, the specific terms and conditions of which are not disclosed herein. The creation, funding, and administration of such sub-trusts are governed exclusively by the terms of the Trust Agreement and applicable law, and no third party shall be required to oversee or monitor such provisions.
This Certification is expressly provided in lieu of producing the full Trust Agreement, and third parties are entitled to rely upon the representations contained herein without requiring further disclosure of beneficial provisions, distribution standards, or the identity or interests of any beneficiary. The withholding of such information is consistent with the Settlor's intention to maintain the privacy of the trust's beneficial provisions and is authorized by applicable provisions of New York law.
Section 8: Title to Trust Assets
Assets held in the Trust should be titled in the following form:
"Jonathan R. Caldwell, Trustee of the Caldwell Revocable Trust, dated October 3, 2010, as amended and restated effective April 1, 2023"
Alternatively, the following abbreviated form may be used where the foregoing form is impractical due to character limitations or institutional requirements:
"Jonathan R. Caldwell, Trustee, Caldwell Revocable Trust u/a/d October 3, 2010, as amended"
Other reasonable variations of the foregoing forms of title may be acceptable, provided that the title reflects (a) the name of the acting Trustee, (b) the Trustee's fiduciary capacity, and (c) the name of the Trust. The Trustee requests that third parties consult with the Trustee or the Trustee's legal counsel before using any form of title that deviates materially from the forms set forth above.
The Trustee has the authority to acquire and hold assets in the name of the Trust, in the Trustee's name as Trustee, in the Trustee's individual name (with appropriate records reflecting the trust ownership), or in the name of a nominee, as the Trustee may determine from time to time. The use of a nominee or other form of registration shall not affect the ownership of such assets by the Trust or the Trustee's authority to deal with such assets on behalf of the Trust.
Section 9: Trust Situs and Governing Law
The Trust is sitused in the State of New York. The principal place of administration of the Trust is the State of New York, County of New York.
The Trust Agreement is governed by and shall be construed in accordance with the laws of the State of New York, including the New York Estates, Powers and Trusts Law, the New York Surrogate's Court Procedure Act, and all other applicable statutes, regulations, and judicial decisions of the State of New York, without regard to the conflict of laws principles thereof.
The Trust has not been moved to, nor is it administered in, any jurisdiction other than the State of New York. The situs and governing law of the Trust have not been changed since the Trust's original establishment on October 3, 2010, and no proceeding or action to change the situs or governing law is currently pending or contemplated.
Section 10: Representations and Warranties of the Trustee
The undersigned Trustee hereby certifies, represents, and warrants to all third parties who may rely upon this Certification as follows:
1.  Valid Establishment and Existence. The Trust described herein has been validly established in accordance with the laws of the State of New York and is currently in existence, in full force and effect, and has not been revoked, terminated, or otherwise extinguished.
2.  No Inconsistent Modification. The Trust has not been revoked, terminated, or modified in any manner inconsistent with the statements contained in this Certification. All material terms and provisions of the Trust that are relevant to the authority of the Trustee and the validity of the Trust are accurately reflected herein.
3.  Current Trust Agreement. The Amended and Restated Trust Agreement, executed on February 6, 2023, and effective April 1, 2023, is the most current version of the trust agreement and contains all operative terms and provisions governing the Trust. There are no amendments, supplements, or modifications to the Trust Agreement other than those reflected in the Amended and Restated Trust Agreement.
4.  Authority of the Trustee. The undersigned is the currently acting Trustee of the Trust and has full authority to act on behalf of the Trust in all matters, including the acquisition, management, and disposition of trust assets, the execution and delivery of documents and instruments, and the conduct of all transactions described in this Certification or contemplated by the Trust Agreement.
5.  No Pending or Threatened Proceedings. There are no pending or threatened legal proceedings, investigations, or other actions that would affect the validity of the Trust, the authority of the Trustee to act on behalf of the Trust, or the ownership of trust assets. The Trust is not a party to any litigation, arbitration, or other proceeding that would impair the Trustee's ability to transact business on behalf of the Trust.
6.  Truth and Accuracy. All statements contained in this Certification are true, correct, and complete in all material respects as of the date of execution hereof. The undersigned has not knowingly omitted any material fact that would render any statement herein misleading or inaccurate.
7.  No Co-Trustee. No other person or entity currently serves as co-trustee of the Trust. The undersigned is the sole Trustee and acts alone in all matters relating to the administration of the Trust.
Section 11: Reliance by Third Parties
Any financial institution, bank, trust company, brokerage firm, transfer agent, custodian, title company, insurance company, or other third party to whom this Certification is presented may rely upon this Certification of Trust without requiring the production of the full Trust Agreement. A third party acting in good faith reliance upon the statements, representations, and warranties contained in this Certification shall not be liable for any loss, damage, or claim arising from such reliance, provided that such reliance is in good faith and without actual knowledge of facts inconsistent with the statements contained herein.
This Certification is provided in accordance with, and third-party reliance hereon is authorized by, applicable provisions of the New York Estates, Powers and Trusts Law permitting the use of a certification or affidavit of trust in lieu of production of the full trust instrument. Third parties are encouraged to accept this Certification as sufficient evidence of the existence of the Trust, the identity and authority of the Trustee, and the powers of the Trustee, without requiring further disclosure of the terms of the Trust Agreement.
The Trustee agrees to provide an updated Certification of Trust to any third party upon any material change in the Trust, including but not limited to any change in the identity of the acting Trustee, any amendment or restatement of the Trust Agreement, any revocation or termination of the Trust, or any other event that would render any statement in this Certification materially inaccurate or incomplete. Until such updated Certification is delivered, third parties may continue to rely upon this Certification as then in effect.
A third party may request a copy of those specific excerpts of the Trust Agreement that are directly relevant to a particular transaction or matter in question, including excerpts relating to the Trustee's powers or authority with respect to a specific type of asset or transaction. However, no third party is entitled to review the entire Trust Agreement or any provisions thereof relating to the identity or interests of beneficiaries, distribution standards, or other beneficial provisions. The Trustee reserves the right to redact or withhold any portion of the Trust Agreement that is not directly relevant to the transaction or inquiry in question.
Nothing in this Certification shall be construed to create any obligation on the part of any third party to investigate or verify the accuracy of the statements contained herein, or to monitor the administration of the Trust or the conduct of the Trustee. A third party who acts in reliance upon this Certification without actual knowledge of any defect, irregularity, or inconsistency shall be held harmless from any liability arising from such reliance.
Section 12: Limitation on Disclosure
This Certification of Trust is provided solely for the purpose of confirming the existence of the Trust, the identity and authority of the currently acting Trustee, the powers of the Trustee, and certain other administrative and structural terms of the Trust, all as described herein. This Certification is not intended to, and does not, constitute a complete summary or restatement of the Trust Agreement.
This Certification does not disclose, and shall not be construed to disclose, the following:
(a) The specific beneficial provisions of the Trust Agreement, including the identity, shares, interests, and entitlements of any beneficiary;
(b) The distribution standards, terms, and conditions governing distributions of income and principal to beneficiaries;
(c) The terms, conditions, and provisions of any sub-trust that may be created upon the death of the Settlor;
(d) The identity or interests of any remainder beneficiary or contingent beneficiary;
(e) Any provisions relating to the exercise of powers of appointment;
(f) Any provisions relating to spendthrift protection, creditor protection, or other protective provisions for the benefit of beneficiaries; or
(g) Any other provision of the Trust Agreement not expressly set forth or summarized in this Certification.
No inference regarding the terms of the Trust, the identity or interests of beneficiaries, the standards governing distributions, or any other non-disclosed provision should be drawn from this Certification or from any omission herein. The omission of any provision or term from this Certification does not indicate that such provision or term does not exist in the Trust Agreement, nor does it indicate that such provision or term is inconsistent with any statement contained herein.
Section 13: Execution and Notarization
IN WITNESS WHEREOF, the undersigned Trustee has executed this Certification of Trust as of the date set forth below, and hereby affirms under penalty of perjury that the statements contained herein are true, correct, and complete in all material respects.
TRUSTEE:
By: ________
Jonathan R. Caldwell Trustee of the Caldwell Revocable Trust
Date: ________
Address:
418 East 72nd Street, Apt. 14A New York, NY 10021
ACKNOWLEDGMENT.  STATE OF NEW YORK COUNTY OF NEW YORK
On this __ day of ____, 20__, before me, the undersigned, a Notary Public in and for the State of New York, personally appeared Jonathan Robert Caldwell, known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument, and acknowledged to me that he executed the same in his capacity as Trustee of the Caldwell Revocable Trust, and that by his signature on the instrument, the person, or the entity upon behalf of which the person acted, executed the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written.
________________________________________
Notary Public, State of New York
Printed Name: ________
Commission Expiration Date: ______
[NOTARIAL SEAL]
EXHIBIT A
Excerpt of Trustee Powers (Optional Attachment)
Relevant excerpts of the Trust Agreement's article governing Trustee powers may be attached hereto as Exhibit A if requested by a specific financial institution, transfer agent, custodian, title company, or other third party in connection with a particular transaction or account opening. The decision to attach any such excerpt shall be made by the Trustee in his sole discretion, in consultation with legal counsel as appropriate.
Any excerpt attached hereto as Exhibit A is limited solely to the powers granted to the Trustee under the Trust Agreement and does not include, and shall not be construed to include, any beneficial provisions, distribution standards, identity of beneficiaries, or any other provision of the Trust Agreement not directly related to the Trustee's powers and authority. Any attached excerpt has been reviewed by the Trustee and the Trustee's legal counsel to confirm that no beneficial or distributive provisions have been inadvertently included.
Any exhibit attached hereto is incorporated by reference into this Certification of Trust and shall be deemed a part hereof for all purposes. Third parties may rely upon any attached exhibit to the same extent and subject to the same limitations as they may rely upon this Certification itself, as set forth in Section 11 above.
As of the date of this Certification, no excerpt is attached as Exhibit A. If a third party requires a copy of the Trustee powers article or any excerpt thereof, such request should be directed to the Trustee or to the Trustee's legal counsel at the address set forth below.
Preparation and Law Firm Reference
This Certification of Trust was prepared by:
Calderwood & Harkness LLP 375 Park Avenue, 42nd Floor New York, NY 10152
Matter No.: 1034-00004
Contact:
Monica Reyes, Lead Associate Victoria Chambers, Responsible Partner
This Certification was prepared in connection with the comprehensive estate plan implemented for Jonathan R. Caldwell during 2023, which included the amendment and restatement of the Caldwell Revocable Trust, the preparation of ancillary estate planning documents, and related matters. Questions regarding this Certification or the underlying Trust should be directed to Calderwood & Harkness LLP at the address set forth above or to the Trustee at the address set forth in Section 3 of this Certification.
This document is provided for informational and transactional purposes only and does not constitute legal advice to any third party. Third parties should consult their own legal counsel regarding the sufficiency of this Certification for any particular purpose or transaction.

CERTIFICATION OF TRUST

TRUSTEE:

ACKNOWLEDGMENT. STATE OF NEW YORK COUNTY OF NEW YORK

EXHIBIT A

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