THE [ ] INSURANCE TRUST AGREEMENT

Transcription

1 THE [ ] INSURANCE TRUST AGREEMENT THIS Trust is created under the following terms as of, 20, by and between, (hereinafter Settlor ) and Provident Trust Group, LLC (hereinafter Trustee ). WHEREAS, the purpose of this Insurance Trust is to provide Benefits to the Settlor and/or Beneficiaries named herein; and WHEREAS, Settlor, by this Insurance Trust Agreement desires to establish a trust to provide Benefits; and WHEREAS, the Settlor desires the Trustee to hold and administer the assets of this Insurance Trust in accordance with the terms of this Insurance Trust and the Trustee is willing to do so pursuant to the terms of this Insurance Trust Agreement. NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein, the Parties hereto agree as follows: 1. ESTABLISHMENT OF TRUST; APPOINTMENT AND ACCEPTANCE OF TRUSTEE This Trust is named [ ] Insurance Trust ( Insurance Trust ). The Settlor establishes this Insurance Trust to provide for the current and future needs of the Beneficiaries hereunder. Settlor hereby appoints Provident Trust Group, LLC with offices located at 8880 W. Sunset Rd., Suite 250, Las Vegas, Nevada as the Trustee for this Insurance Trust. Settlor acknowledges that Trustee may also serve as Trustee for the Kai-Zen Trust XVIII, as defined below, and for other insurance trusts under the Kai-Zen Trust and directs that the Trustee shall administer this Insurance Trust as a separate and distinct trust from the Kai-Zen Trust and any other trusts that may adopt insurance trusts under the Kai- Zen Trust. Trustee is hereby directed to hold and administer the assets of this Insurance Trust as necessary solely to provide for the needs of Beneficiaries and to pay the reasonable expenses of this Insurance Trust. The Trustee hereby accepts the Insurance Trust created hereunder, and agrees to perform all duties specified in accordance with the conditions set forth herein. 2. DEFINITIONS a. Administrator shall mean the person or entity designated by the Settlor of this Insurance Trust to perform the administrative functions of this Insurance Trust. Kai-Zen Plan Advisors, Inc. shall be the initial Administrator. b. Agreement or Insurance Trust Agreement or Insurance Trust shall mean this [ ] Insurance Trust Agreement. c. Beneficiary or Beneficiaries shall mean the Beneficiary or Beneficiaries as designated in Section 5(b) of this Insurance Trust. d. Benefits shall mean Death Benefits, Living Benefits and Policy Loans; e. Insurance Policy (ies) shall mean one or more life insurance policies issued on the life of the Insured Person(s). f. Insured Person shall mean the person(s) insured under a life insurance policy held in this Insurance Trust as described in Section 4(e)(iii). g. Living Benefits shall mean any payment during the Insured Person s life. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 1 of 16

2 h. Policy Loans shall mean loans issued by the Insurance Company. i. Premium Loan(s) shall mean those loans taken by the Insurance Trust through the Kai- Zen Trust, and subject to the terms of the Kai-Zen Trust, to fund premium payments on Insurance Policies. j. Settlor shall mean the individual or entity designated as Settlor in the introductory paragraph of this Insurance Trust Agreement. k. Kai-Zen Trust shall mean the Kai-Zen Trust XVIII dated December 11, 2017 formed to obtain and service the Premium Loan(s). l. Kai-Zen Trust Settlor shall mean Kai-Zen Plan Advisors, Inc. m. Kai-Zen Trustee shall be the trustee of the Kai-Zen Trust XVIII. n. Kai-Zen Trust Administrator shall mean the person or entity designated by the Kai-Zen Trust Settlor to perform the administrative functions of the Kai-Zen Trust. Kai-Zen Plan Advisors, Inc. shall be the initial administrator of the Kai-Zen Trust. 3. KAI-ZEN TRUST a. Adoption of Kai-Zen Trust. Settlor hereby agrees to be bound by the terms of The Kai-Zen Trust XVIII Agreement dated December 11, 2017, the provisions of which are hereby incorporated by reference. Settlor acknowledges that pursuant to the terms of the Kai-Zen Trust, the Trustee of the Kai-Zen Trust may obtain a Premium Loan(s) from a third-party lender for the purpose of paying premiums on insurance policy(ies) held by this Trust and such loan may be secured by a Collateral Assignment on such policy. In the event any portion of such Premium Loan(s) is used for the payment of premiums on any insurance policy held by this Trust, this Trust shall be liable for the repayment of any such loan allocated to such policies, including principal and interest, and the assets of this Trust shall be used for such repayment. b. Acknowledgment and Delegation of Authority of Kai-Zen Trust. Settlor acknowledges that Kai-Zen Plan Advisors, Inc. is the Settlor of The Kai-Zen Trust and accordingly only Kai-Zen Plan Advisors, Inc. is authorized to amend, modify, terminate or in any manner change the terms of the Kai-Zen Trust Agreement, subject to the limitations and restrictions set forth in the Kai-Zen Trust Agreement. 4. SPECIFIC CONTROLLING PROVISIONS. This Trust Agreement contains several alternative provisions which may be elected or declined by the Settlor as indicated below. Those provisions elected by the Settlor shall become a part of This Trust and thereafter the Trust shall be construed as if the non-elected provisions were not contained herein. The following elected provisions shall control the operation of this Trust: a. PURPOSE. The purpose of this Trust is as indicated below: Executive Bonus Plan Key Person Insurance Funding Business Buy-Sell Funding Family Estate Planning Accepted Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 2 of 16

3 b. SETTLOR. The Settlor of this Insurance Trust is as indicated below: The Insured Person The Insured Person s Employer (Corporation, Partnership, LLC) The Insured Person s Employer (Individual) A Partner, Co-Member or Co-Shareholder of Insured Person Accepted Parent Spouse Child of Insured Person Revocable Trust of which Insured Person is: Settlor Beneficiary c. TRUST PROTECTOR. Waiver of Trust Protector. Settlor hereby waives the right and opportunity to appoint a Trust Protector of this Insurance Trust. Appointment of Trust Protector. Settlor hereby appoints and designates the following individual to serve as Trust Protector of this Trust. Name: Address: Powers of Trust Protector: The Trust Protector shall be authorized: to remove any Trustee and appoint a successor Trustee, provided, however, that the successor Trustee so appointed may not be the Trust Protector or related or subordinate to the Trust Protector within the meaning of 26 U.S.C. Sec. 672(c); to modify or amend this Agreement to achieve a favorable tax status, or because of changes in federal or state tax laws or the regulations and rules thereunder, or because of changes in other laws, regulations or rules applicable to this Agreement, or as otherwise may be necessary or advisable to carry out the intent of the Grantor; to terminate and liquidate trusts; to change the situs and/or governing law of any trust hereunder; to interpret terms of this Agreement at the request of a Trustee; to increase, decrease or delay interests of beneficiaries hereunder including but not limited to ensuring that any income or remainder beneficiary s obligations under any underlying agreement are not thwarted or delayed; to convert a trust into a supplemental needs trust if a beneficiary becomes disabled; to move the situs of trusts to another state; to create, modify, limit or eliminate powers of appointment; and to consult with the Trustee with regard to investment decisions. No modification or amendment of this Agreement may grant a beneficial interest to any individual or class of individuals not specifically provided for in this Agreement. No Trust Protector may appoint himself or herself, or his or her creditors or estate as a beneficiary hereunder. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 3 of 16

4 The Trust Protector shall serve without compensation, unless a Trust Protector is an attorney or accountant in which event such Trust Protector shall be entitled to reasonable hourly compensation for services rendered. The Trust Protector shall be entitled to reimbursement for reasonable expenses incurred in connection with the actions of the Trust Protector hereunder. The Trust Protector shall not be obligated to monitor or supervise the Trustee or trust administration hereunder, but rather may act only when matters are brought to the attention of the Trust Protector by a beneficiary, Trustee or otherwise interested party. So long as the Trust Protector shall have acted in good faith and have not been reckless, the Trust Protector shall not be liable for simple negligence. d. REVOCABILITY. Revocable Trust. Subject to the provisions of the Kai-Zen Trust, Settlor reserves the power to revoke this Trust in whole or in part, and to amend any of its provisions. Notwithstanding the foregoing, this Trust Agreement shall become irrevocable upon the death of Settlor. Settlor or Trust Protector if a Trust Protector is appointed, has the right to withdraw this Insurance Trust from the Kai-Zen Trust and to appoint a successor Trustee for this Trust at any time, subject to the restrictions and limitations set forth in the Kai-Zen Trust. Irrevocable Trust. This Trust and the trust estate created pursuant hereto are hereby expressly declared to be irrevocable upon delivery to the Insured of a life insurance policy as described in Section 3(a)(iii) of the Kai-Zen Trust, and upon such delivery Settlor hereby waives all rights and powers, whether alone or in conjunction with others, to alter, amend or change the terms and conditions of this Trust, in whole or in part. Settlor irrevocably transfers, sets over, assigns and conveys to the Trustee all assets as may from time to time be transferred pursuant to this trust agreement. Except as otherwise set forth herein, Settlor expressly waives and renounces any interest, either vested or contingent, in the income or principal of the trust estate hereby created, and all rights and powers, whether alone or in conjunction with others, to designate the persons who shall possess and enjoy the property of the trust estate or the income therefrom. These assets, together with any other assets and property which from time to time may be added to them, are to be held by Trustee for the purposes and upon the terms and conditions described herein. Notwithstanding the irrevocability, Settlor or Trust Protector, if appointed, shall retain the power to withdraw this Insurance Trust from the Kai-Zen Trust and thereafter administer this Trust as a separate trust. e. PAYMENTS TO THE TRUST: i. Kai-Zen Trust Payments. The Trustee is authorized, and authorized to delegate this authorization, to obtain loans through the Kai-Zen Trust subject to the terms and conditions of the Kai-Zen Trust to fund premium payments on Insurance Policies. ii. Settlor Contributions. For the purpose of funding the Benefits provided under this Insurance Trust the Settlor may at any time and from time to time shall make contributions by transferring cash to the corpus of this Insurance Trust. All Settlor contributions must be, immediately prior to such contribution, titled to and withdrawn Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 4 of 16

5 directly from an account or other asset held in the name of the Settlor. For absence of doubt, all Settlor contributions must be made from after-tax funds. The principal, including the earnings, profits and dividends thereon as may occur from time to time, less the payment of expenses, distributions and loans (including principal, interest and bank fees) as authorized herein shall constitute the assets of this Insurance Trust. iii. Notwithstanding any other provisions of this Insurance Trust Agreement or the Kai-Zen Trust Agreement, the Trustee shall have as its primary duty and obligation, the payment of premiums on one or more life insurance policies on the life of the following individual(s): Insured Person (Print Name) Initial Death Relation to Benefit Settlor $ $ $ $ iv. Settlor intends to fund this Insurance Trust with sufficient assets so that the Trustee can fulfill Settlor s expressed intent and desire that the Trustee make premium payments on the life insurance policy (ies) as set forth in Section 4(e)(iii) above. Contributions will be made on the date and in an amount as billed by the Trust Administrator in the following approximate amounts. Year 1: $ Year 4: $ Year 2: $ Year 5: $ Year 3: $ Notwithstanding the foregoing, the Trustee shall be permitted to pay premiums from the assets of the Insurance Trust in such higher or lower amount as shall be in the best interest of this Insurance Trust. This Section Intentionally Left Blank Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 5 of 16

6 5. TRUST BENEFITS: DISTRIBUTIONS. a. Distributions Upon Death of Insured Person: The primary benefit of the Insurance Trust is the provision of life insurance protection on the life of the Insured Person. Upon the death of an Insured Person, the Trustee shall pay, or at the direction of the Kai-Zen Trust Administrator shall cause the insurance company to pay, the net death benefit as received from the life Insurance Policy(ies) held as part of this Insurance Trust in the following order: (1) first for the reduction of any sums necessary to satisfy any outstanding Premium Loan(s) (including principal and interest) incurred for paying insurance policy premiums together with such other costs and fees owed to the Administrator and Trustee prior to the date of death; (2) for the reduction of any sums necessary to satisfy any other outstanding Premium Loan(s) (including principal and interest); and (3) any additional amounts shall then be paid in a single lump sum to the following Beneficiary(ies): i. Name of Beneficiary Percent Accepted Settlor % Insured Person s Spouse % Name: % Address: Name: % Address: Name: % Address: Name: % Address: Trust Name: Trustee Name: Trustee Address: Trust Date: % Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 6 of 16

7 If the Insured Person is: If the Insured Person is: If the Insured Person is: If the Insured Person is: If the Insured Person is: Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 7 of 16

8 ii. Upon the death of the last person insured under an Insurance Policy owned by this Trust, the rest, residue and remainder of all assets of the trust shall be paid to: b. Distributions During the Life of the Insured Person Living Benefits. In the event an Insured Person is covered by an Insurance Policy that provides Living Benefits, the Trustee of this Insurance Trust, upon application by the Settlor or the Settlor s next of kin if the Settlor should be incapacitated, shall have the power to apply to the insurance company for the payment of Living Benefits only if this Insurance Trust is no longer encumbered by a Premium Loan(s) and Collateral Assignment. i. During the life of an Insured Person, the assets of this Trust shall be used and expended solely and exclusively to provide for the health, safety, education, welfare and support or benefit funding of the following named Beneficiaries: Beneficiary Accepted Insured Person Settlor Trust Name: Trustee Name: Trustee Address: Trust Date: ii. The payment of distributions during an Insured Person s life shall be exercisable by the Trustee: In the Trustee s Sole Discretion. The Trustee SHALL SHALL NOT be required to allocate and distribute all income, but not corpus, to the Beneficiaries. The Trustee SHALL SHALL NOT have discretion to distribute corpus to the Beneficiaries. The Trustee shall have no liability to any Beneficiary for the exercise of his discretion hereunder. Pursuant to written instructions given by the Settlor Insured Person Trust Protector. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 8 of 16

9 6. TRUSTEE DUTIES, RESPONSIBILITIES, AND AUTHORITY: Notwithstanding any other provision of this Insurance Trust, the provisions of this Section 6 shall control as to the duties and responsibilities of the Trustee of this Insurance Trust and the Kai-Zen Trust, which are to be exercised at the direction of the Kai-Zen Settlor. The Trustee shall discharge its duties under this Insurance Trust solely in the interest of the Settlor and Beneficiaries, and for the exclusive purpose of providing distributions to such persons and defraying reasonable expenses of administering the Insurance Trust with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent man, acting in a like capacity and familiar with such matters, would use in the conduct of an enterprise of a like character and with similar purposes. a. Trustee s Authority. Any insurance company issuing an Insurance Policy to this Insurance Trust is authorized to deal with the Trustee as the absolute assignee and/or owner of any policy issued to or transferred to this Insurance Trust. Settlor shall, at the request of the Trustees, execute any other instrument reasonably required to carry out the foregoing provisions including any change of ownership forms, change of beneficiary forms and other instruments reasonably required to facilitate vesting in the Trustee of all incidents of ownership in any such policy. The Trustee shall be authorized to apply for and pay Living Benefits to an Insured Person in accordance with the procedures set forth herein, in the Kai-Zen Trust, or any collateral assignment agreement to which an Insurance Policy is subject. Notwithstanding the foregoing, the Trustee may, to the extent permitted or required under applicable law direct that any payments or distributions may be payable directly to a Beneficiary or Insured Person by an insurance company. b. General Duties and Responsibilities. The Trustee and the Kai-Zen Trustee shall have without exclusion all the rights, powers, options and privileges granted, provided for or vested in the Trustees generally under the laws of the state of domicile of this Insurance Trust so that powers conferred upon the trustee herein shall not be in limitation of any authority conferred by law, but shall be in addition thereto. The Trustee shall, upon receiving direction from the Administrator: i. To exercise any of the incidences and rights of ownership with respect to any financial accounts created and held hereunder, as well as to any insurance contracts held by the Trustee; ii. iii. iv. To keep such portion of the assets of this Insurance Trust in cash account balances as may, from time to time be deemed to be in the best interests of this Insurance Trust; To cause all financial accounts to be held in the name of the Trustee. To invest and reinvest the assets of this Insurance Trust; v. To borrow money from any source (including the Trustee), to execute promissory notes, mortgages, collateral assignments, guarantees or other obligations and to pledge or mortgage any Trust assets, including insurance policies, as security for the benefit of this Insurance Trust; vi. vii. viii. To keep accurate and detailed records of all receipts, disbursements, transactions, and investments; To accept direction from the Kai-Zen Trust Trustee and acknowledge the Kai-Zen Trust Trustee may take direction from the Kai-Zen Trust Administrator, to effectuate the purposes of this Insurance Trust; Obtain federal tax identification number for this Insurance Trust; Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 9 of 16

10 ix. To settle, compromise or submit to arbitration any claims, debts or damages due or owing from the Insurance Trust, to commence or defend lawsuits or other legal proceedings, and to represent the Insurance Trust in all lawsuits or other legal proceedings; x. To employ agents, attorneys, accountants, custodians and other persons (any of whom may also render services to the Administrator, Settlor, Kai-Zen Trust Settlor, Kai-Zen Trustee or Kai-Zen Trust Administrator) that are reasonably necessary for the proper administration of this Insurance Trust, and to pay their reasonable fees, expenses and other just compensation; xi. xii. To do all other acts necessary or desirable for the proper administration of the trust estate, as if the Trustee were the absolute owner thereof. However, nothing herein shall be construed to mean the Trustee assumes any responsibility for the performance of any investment made by the Trustee in its capacity as trustee under this Insurance Trust Agreement. Notwithstanding any powers granted to the Trustee pursuant to this Insurance Trust Agreement or applicable law, the Trustee shall not have any power that could give this Insurance Trust the objective of carrying on a business and dividing the gains therefrom within the meaning of Internal Revenue Code Section of the Procedure and Administrative Regulations promulgated pursuant thereto; and To pay reasonable fees and expenses incurred in the performance of the duties enumerated above. c. Duties and Responsibilities with Respect to Life Insurance Policies. The Trustee shall have, without exclusion, all powers conferred on trustees by applicable law, unless expressly provided otherwise herein. In addition to the foregoing general insurance powers, the Trustee shall have the following specific powers upon receiving direction from the Administrator: i. acquiring, owning, maintaining and being the beneficiary of the insurance policies issued to this Insurance Trust; ii. iii. iv. collecting income, contributions, investments and loan proceeds; paying reasonable expenses of the Insurance Trust; borrowing funds from a third-party lender; v. pledging the insurance policy to secure the indebtedness outstanding under any borrowings from lender(s); vi. vii. viii. ix. executing a collateral assignment agreement in favor of any lender with a loan to this Insurance Trust then outstanding; executing the Insurance Policy Beneficiary Designation Form in conformance with the terms of the Kai-Zen Trust, this Insurance Trust and Settlor Beneficiary designation; holding assets and managing the death benefit of any Insurance Policies; borrowi ng f rom the cash value of any Insurance Policy(ies); x. lending money to a Beneficiary at any time the Insurance Trust does not have any indebtedness other than indebtedness arising from Policy Loans; Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 10 of 16

11 xi. xii. collect the proceeds and other amounts due and payable under Insurance Policy(ies) at maturity and other times; act in any other manner the Administrator decides necessary or desirable for Insurance Trust to promote or accomplish the intents and purposes specified or contemplated in this Insurance Trust Agreement, including investment in assets other than the Insurance Policies. d. Trustee Duties at the Discretion of the Administrator: Payments made to this Insurance Trust shall be disbursed by the Trustee upon the direction of the Administrator only for the following purposes: i. paying premiums on insurance policies held by this Insurance Trust; ii. iii. iv. paying principal, interest and bank fees with respect to any loans secured by insurance policies owned by this Insurance Trust; paying distributions or Benefits to the Settlor and/or Beneficiaries of this Insurance Trust pursuant to the terms hereof; paying to an Insured Person any Living Benefit. v. paying the reasonable expenses of administering this Insurance Trust and the Kai-Zen Trust to include but not be limited to legal, accounting, actuarial, trustee, administration and other expenses. 7. LIMITATIONS ON TRUSTEE DUTIES, RESPONSIBILITIES AND AUTHORITY. a. No Obligation. In the event this Insurance Trust has insufficient contributions or assets to pay any premiums which may become due and payable under the provisions of such Insurance Policy, the Trustee shall notify the Kai-Zen Trustee and Kai-Zen Settlor within thirty (30) days prior to the date in which such premiums are due that this Insurance Trust has insufficient contributions or assets to make such payment. Trustee shall be under no obligation, responsibility or liability of any kind if such premiums are not paid as a result of insufficient funds. b. Limitations on Duties and Liability of Trustee. Trustee shall at no time have any duty or liability whatsoever: i. To verify that any life insurance policy satisfies the requirements for a life insurance contract under Section 7702 of the Internal Revenue Code; ii. iii. To compare the performance or pricing or the projected performance or pricing of a life insurance policy with the performance or pricing or projected performance or pricing of any other life insurance policy which may then be available from any source; To assess the appropriateness of purchasing or retaining any life insurance policy as an asset of the trust as compared to other then available vehicles that are not life insurance policies. With respect to any such policies acquired or retained, Trustee shall have no liability to the Settlor or to any present or future Beneficiary for non-productivity, decline in value or lack of diversification of the Trust Fund. The fact that the Trustee may have made inquiry regarding any such matter prior to the acquisition of a policy or after the acquisition of such policy shall place no duty upon the Trustee to make any further inquiry, but shall be considered as activity beyond the scope of the Trustee s duties. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 11 of 16

12 iv. To investigate the strength or solvency of any insurance company which issued or is offering to issue a given life insurance policy or for the failure or inability of an insurance company to pay the proceeds of any policy when due. c. Indemnification. Trustee shall be held harmless from and against any loss, liability or expense incurred without gross negligence or breach of trust on its part, arising out of or in connection with the acceptance or administration of this Insurance Trust or its duties hereunder, including the costs and expenses of defending itself against any claim or liability in connection with the exercise or performance of any of its powers or duties. 8. TRUSTEE AND ADMINISTRATION FEES AND EXPENSES. a. First Fifteen Years of the Trust. The Trustee and Administrator shall be compensated for all services rendered under Section 6 (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express trust) and for general administration services for the first fifteen fiscal years through prepaid fees as shall be separately disclosed by the Kai-Zen Plan Administrator. b. After the First Fifteen Years of the Trust. Settlor and Trustee and Administrator from time to time shall agree upon a schedule of fees to evidence the Trustee and Administrator s charges for their normal services performed and expenses incurred. c. Extraordinary Fees and Expenses. Reimbursement, upon request, for all reasonable extraordinary expenses, disbursements, and advances incurred or made by the Trustee or Administrator in accordance with any provision of the Insurance Trust (including the reasonable compensation and the expenses and disbursements of their counsel and agents), except any such expense, disbursement, or advance as may be attributable to its gross negligence or breach of trust, shall be subject to mutual agreement between the Settlor and Trustee and Administrator. Extraordinary fees and expenses shall be any services not otherwise herein enumerated. 9. RESIGNATION, REMOVAL, AND APPOINTMENT OF SUCCESSOR TRUSTEE a. A Trustee may resign by giving sixty (60) days' notice in writing to the Settlor. In the event the Settlor is unable to obtain a successor Trustee by the expiration of the sixty (60) day notice period the Trustee shall remain in place for a reasonable period of time to allow the Settlor to secure a successor Trustee. In no event shall the Trustee be obliged to continue serving as Trustee for more than ninety (90) days following the date of notice of resignation. The Settlor may remove a Trustee by giving thirty (30) days' notice in writing to the Trustee. Any resigning or removed Trustee shall execute all documents and do all acts necessary to vest the rights, duties, and powers in the successor Trustee. Each Trustee shall serve at the pleasure of the Settlor without specific term of trusteeship until removal or resignation occurs. The Settlor may change the number of entities or individuals serving as Trustee at any time. b. Within a period of thirty (30) days from and after such resignation or removal, the Trustee thus resigning or removed shall mail to the Settlor and successor Trustee a complete accounting of such Trustee s administration of the Trust. Such accounting shall set forth all receipts and disbursements and other transactions affecting the Trust. Upon the expiration of sixty (60) days from and after the date of mailing of said accounting, such Trustee shall be forever released and discharged from any and all liability or accountability for any and all acts or transactions shown in such accounting except those acts or transactions as to which such Trustee shall receive, within such sixty (60) day period, written notice of the Settlor s exceptions and/or objections. c. Upon the resignation or removal of any Trustee, the Settlor shall, by instrument in writing, designate a successor Trustee. Such successor shall have the same powers and duties as those conferred hereby upon the original Trustee. Upon such designation, the Trustee thus resigning or removed shall surrender, assign and transfer to such successor Trustee, at the Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 12 of 16

13 place of business of the Settlor, all records, books, documents, monies, insurance policies, and other property then constituting or relating to the Trust. The above notwithstanding, the Trustee thus removed or resigning may reserve such reasonable sum or sums as may be necessary for payment of proper charges against this Insurance Trust, including by way of example and not of limitation, reasonable and necessary expenses directly related to such resignation or removal. Any balance which may remain after the payment of all of such reasonable charges shall be paid over to the Successor Trustee within a reasonable time. d. The appointment of any successor trustee hereunder shall be effective without the necessity of judicial action upon the execution, acknowledgment, and filing with the Settlor and with the Kai-Zen Trustee, of a written instrument by which such successor shall accept the Insurance Trust created by this Agreement. For so long as this Insurance Trust is subject to the provisions of the Kai-Zen Trust, the Settlor may only remove the Trustee with the consent of the Kai-Zen Trustee and Kai-Zen Trust Administrator, with written notification to any lenders providing financing for any insurance policies held hereunder 10. MODIFICATION, AMENDMENT AND TERMINATION. If this Trust is revocable as set forth in Section 4(d), this trust may be modified, amended or terminated by the Settlor at any time, in whole or in part. Notwithstanding the foregoing, for so long as this Trust is subject to the terms of the Kai-Zen Trust, such amendment or modification: (i) shall be subject to the consent of the Kai-Zen Trust Administrator; (ii) shall not affect the rights of the Kai-Zen Trustee or the Trustee of this Insurance Trust; and, (iii) shall not be inconsistent with any provisions of the Kai-Zen Trust and (iv) shall require the consent of any lenders providing financing for any insurance policies held hereunder, which consent shall not be unreasonably withheld. 11. MISCELLANEOUS PROVISIONS a. Notices and Directions. All notices, directions, instructions or other communications required to be given hereunder shall be deemed valid only if in writing to the last known address and shall be deemed to be duly given and received (a) upon delivery if delivered personally or upon confirmed transmittal if by facsimile; (b) on the next business day if sent by overnight courier; (c) on the fourth (4 th ) business day after the date of mailing (excluding the date of mailing) if mailed by prepaid first class mail; or (d) on the fourth (4 th ) business day after the date of mailing (excluding the date of mailing) or on the date of actual receipt, if earlier, if mailed by prepaid registered or certified mail, return receipt requested. All notices required to be given hereunder shall be valid if delivered to the address as set forth on the signature page hereof or to such other address as may from time to time be provided through a valid notice given under the provisions hereof. Settlor must keep Trustee apprised of his or her current address and all address changes. Trustee is not responsible for undeliverable notices that result from Settlor s failure to provide current contact information. b. Adequacy of the Insurance Trust Fund. Nothing contained in this Insurance Trust shall constitute a guarantee by the Settlor, Trustee, Administrator, Kai-Zen Trust Settlor, Kai-Zen Trustee, or Kai-Zen Trust Administrator, that the assets of this Insurance Trust or distributions from this Insurance Trust will be sufficient to meet any particular needs or expectations of the Settlor or Beneficiaries and they assume no liability or responsibility for the adequacy of any such distributions. Payment of distributions shall be limited to the assets of this Trust at the time payment is made. Prior to the time that distributions are made in conformity with the Kai- Zen Trust and Insurance Trust, the Settlors and Beneficiaries shall not receive any distribution of cash or other thing of current or exchangeable value either from the Kai-Zen Trust or Insurance Trust. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 13 of 16

14 c. Inspection of Books and Records. Upon the receipt of reasonable written notice (not less than fourteen (14) days), the Trustee shall make available for inspection all documents, books, and records sufficient to allow the Settlor to readily verify that the Insurance Trust is administered in compliance with the Provisions of the Insurance Trust. d. Duty to Furnish Information. The Settlor, Trustee, and Administrator each shall furnish to the other any documents, reports, returns, statements, or other type and kind of information and/or data which anyone of said parties reasonably may deem necessary and proper to the requisite performance of its duties and/or as otherwise imposed by law; provided, however, that nothing in this Insurance Trust Agreement shall prohibit any party from whom information is requested from obtaining reimbursement for all fees and costs incurred in providing such information, so long as the party providing such information is not already being paid or reimbursed for doing so. e. Tax Matters. The Insurance Trust established hereunder is a taxable trust under the Internal Revenue Code. Upon Administrator s preparation of such state and federal income tax returns as may be required by law and pursuant to Administrator s direction to file the same, the Trustee shall be responsible for the filing of such state and federal income tax returns as may be required by law. The taxable year of the Insurance Trust shall end on December 31 st. The Kai-Zen Trust Administrator shall provide each Settlor and Beneficiary (ies) with such information as may be necessary for the proper and timely filing of their tax returns. f. Domicile. This Insurance Trust is domiciled in the State of Nevada and shall be subject to the jurisdiction of the laws and courts of the State of Nevada unless the Settlor shall re-domicile the Insurance Trust to another state, territory or possession of the United States or other jurisdiction. Notwithstanding the foregoing, the Insurance Trust shall not be re-domiciled without the consent of any insurance companies issuing insurance policies held as assets of the Insurance Trust and consent of any lenders providing financing for any such insurance policies, which consent shall not be unreasonably withheld. g. Withholding of Taxes. The Trustee and Insurer may withhold any taxes from the Insurance Trust or from any distributions or Benefits required to be made to Settlors or Beneficiaries or otherwise which, by operation of any present or future law, is required to be withheld. h. Receipt and Release for Payments. Prior to any payment to any Beneficiary such individual may be required by the Trustee, Settlor, or Administrator to execute a receipt and release thereof in such form as shall be determined by the Settlor, Trustee, or Administrator. i. Duty to Investigate. The Settlor, Trustee and Administrator shall have no obligation to determine, with or without investigation, the identity or mailing address of any Beneficiary entitled to any distributions and they shall have discharged their duties hereunder when the Trustee or Insurer shall have transmitted checks and other required documents, by First Class United States Mail, to such Beneficiary to their last known respective addresses, as provided to the Settlor or Administrator. j. Restrictions on Alienation. Except as may otherwise be provided herein, the right of any Settlor or Beneficiary to any Payment or distribution from the Insurance Trust shall not be subject to voluntary or involuntary transfer, alienation, pledge, assignment, or other disposition and shall not be subject to attachment, execution, garnishment, sequestration, or other legal or equitable process. Any attempt to transfer, alienate, pledge, assign, or otherwise dispose of such right or any attempt to subject such right to attachment, execution, garnishment, sequestration, or other legal or equitable process shall be null and void. Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 14 of 16

15 k. Interpretation. In the event a term or provision of this Insurance Trust shall be deemed vague or ambiguous, the Settlor, Trustee or Kai-Zen Trustee shall be entitled to interpret such provisions, without modification or amendment, in a manner which is consistent with the spirit and intent of the document so as to allow for the effective and expedient administration of the Insurance Trust. For so long as this Insurance Trust is bound by the terms of the Kai-Zen Trust, no such interpretation shall be binding unless approved by the Kai-Zen Trustee as not being in conflict with any provisions of the Kai-Zen Trust. l. Completion of Instruments. The Settlor shall execute any instruments in writing or take such other actions, which will be necessary or appropriate to carry out the provisions and intent of the Insurance Trust. m. Severability. If any provision of this Insurance Trust shall be determined to be invalid or unenforceable, the remaining provisions hereof shall continue to be fully effective. n. Governing Law. This Insurance Trust, its validity, construction and any questions concerning its construction, interpretation, amendment or revocation shall be governed by the laws of the State of Nevada unless redomiciled to another jurisdiction, in which case the laws and courts of such other jurisdiction shall govern. IN WITNESS WHEREOF, this Insurance Trust Agreement has been executed on this day of, 20. [ NOTE: MUST BE SIGNED BEFORE A NOTARY PUBLIC IF TRUST IS IRREVOCABLE] SETTLOR Name: Address: Print Name Signature Acceptance by Trustee On behalf of Provident Trust Group, LLC, I hereby accept this Adopting Insurance Trust and agree that Provident Trust Group, LLC will serve as Trustee thereof. Signature Provident Trust Group, LLC 8880 W. Sunset Rd., Suite 250 Las Vegas, Nevada Date Trustee Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 15 of 16

16 Acceptance by Trustee of Kai-Zen Trust XVIII On behalf of Provident Trust Group, LLC, Trustee of The Kai-Zen Trust XVIII, under a Master Trust Agreement dated December 11, 2017, I hereby conditionally accept this Insurance Trust Agreement for the purpose of establishing an Insurance Trust under the Master Trust Agreement in accordance with the provisions of Section 3 of the Master Trust Agreement. Signature Provident Trust Group, LLC 8880 W. Sunset Rd., Suite 250 Las Vegas, Nevada Date Trustee REQUIRED FOR IRREVOCABLE TRUST State of ) ) SS. County of ) On this day of, 20, the above-named SETTLOR personally appeared before me and executed the within Insurance Trust Agreement to establish an IRREVOCABLE Trust and acknowledge the same to be his/her free act and deed. [Notary Seal] Notary Public My Commission Expires Copyright 2013, 2015 Kai-Zen Plan Advisors, Inc. Page 16 of 16