LIVING Trust Agreement

"You don't know how you met me, you don't know why
You can't turn around and say goodbye
All you know is when I'm with you, I make you free
And swim through your veins like a fish in the sea
I'm singin' Follow Me, everything is allright
I'll be the one to tuck you in at night
And if you want to leave, I can guarantee
You won't find nobody else like me...."
Uncle Kracker "Follow Me"

I think I'd like to be remembered as a "Johnny Appleseed" of The South Bank; planting, tending and nurturing seeds of HOPE along my journeys path... But, unlike Johnny and more like Jerry Baker, I care for a very diverse selection of seeds and seedlings...

In this timely update, the best-selling author – and USA WEEKEND contributing editor – adapts his popular precepts for today’s tech-savvy reader. July 7-9, 2000 USA WEEKEND.

“In my book The 7 Habits of Highly Effective People, I laid out what I believe are the seven basic principles of effective living, based on such immutable qualities as responsibility, integrity, respect, mutual understanding, patience and purpose. These principles are as true today as they were in 1989, when 7 Habits was published.

But technology has changed our world profoundly. Today we are under even more pressure in our professional and personal lives than we were a decade ago. I attribute this in part to technology, because it often has served to quicken the pace, and to separate us rather than bring us closer together.

Technology can be a great tool to help us become more effective – in our work and our relationships. Remember this and you are already a step ahead: Technology is a good servant but a bad master.

Now for the seven habits, revisited here to reflect the new challenges of life in a technological world:

1. BE PROACTIVE. Ask yourself, “ Are my actions based on self-chosen values or on my moods, feelings and circumstances?” We often feel we are victims of all the technology – e-mail, voice mail, pagers, faxes, cellular phones – that bombard us each day. We become slaves to technology and feel we must respond immediately without regard to the importance of the message.

Instead, the next time someone sends you e-mail or beeps you, consider how you can manage the technology in your life. Not many of us have the power to decree that we will no longer read e-mail messages at work and that everyone has to contact us by telephone or fax. But we can decide, for instance, that we will get our most important and creative work accomplished in the first two hours of each workday, then review and reply to e-mail messages later in the day. You also can let colleagues know you will not return their messages until a certain time each day. At home, discourage calls from the office and focus on your loved ones.

· “Habit 1- Being proactive is more than taking initiative. It is accepting responsibility for our own behavior (past, present, and future) and making choices based on principles and values rather than on moods or circumstances. Proactive people are agents of change and choose not to be victims, to be reactive, or to blame others. They do this by developing and using four unique human gifts – self-awareness, conscience, imagination, and independent will – and by taking an Inside-Out Approach to creating change. They resolve to be the creative force in their own lives, which is the most fundamental decision anyone ever makes.”

2. BEGIN WITH THE END IN MIND. Ask yourself, “What would I want written on my tombstone? Have I written a personal mission statement that provides meaning, purpose and direction to my life? Do my actions flow from my7 mission?” Many people decide they want to have not only a personal mission statement, but a family mission statement as well. Technology can help in formulating the statement by making it easier to communicate with relatives across the country by using e-mail or faxes. Soliciting feedback through e-mail is a great way to keep in touch, too. And families can use “instant messaging” to make communicating with one another quicker and easier.

· “Habit 2 – All things are created twice – first, mentally, second physically. Individuals, families, teams and organizations shape their own future by creating a mental vision and purpose for any project. They don’t just live day to day without a clear purpose of mind. They mentally identify and commit themselves to the principles, values, relationships, and purposes that matter most to them. A mission statement is the highest form of mental creation for an individual, a family, or an organization. It is the primary decision because it governs all other decisions. Creating a culture behind a shared mission, vision, and values is the essence of leadership.”

3. PUT FIRST THINGS FIRST. Ask yourself, “Am I able to say no to the unimportant, no matter how urgent, and yes to the important?” Because the cell phone is ringing, and the e-mail subject field reads “URGENT”, we feel compelled to stop whatever we’re doing to respond. But often these interruptions are not related to what we are trying to accomplish, be it a work project or reviewing a child’s homework.

Technology can help organize our lives by giving us the tools to quickly schedule and keep up with our important commitments. For instance, hand-held electronic organizers make it possible to type in regular weekly meetings just once, and an alarm goes off when it’s time for appointments.

Overusing technology tools can become addictive. Playing computer games constantly or surfing the Net all night can result in burnout and difficulties with relationships. That’s when it’s wise to resist the lure of technology and begin to say yes to what’s important: Turn off the cell phone during family time; don’t open the e-mail just because it’s flashing.

· “Habit 3 – Putting first things first is the second or physical creation. It is organizing and executing around the mental creation (your purpose, vision, values, and most important priorities). Second things do not come first. First things do not come second. Individuals and organizations focus on what matters most, urgent or not. The main thing is to keep the main thing the main thing.

4. THINK WIN-WIN. Ask yourself, “Do I seek mutual benefit in all of my relationships?” Remember that technology makes communication more efficient – not necessarily more effective. To build a high-quality relationship, it’s important, if possible, to have face-to-face interaction first. Second best is talking by phone. Then, afterward, quicker ways of communicating are fine – such as exchanging e-mails or leaving a voice-mail message.

Technology can help us make “deposits”, or cause us to make “withdrawals”, in another person’s “emotional bank account”. A deposit would be keeping a promise, being kind and courteous, clarifying expectations, making apologies, being open to feedback and being loyal to those who are absent. If you are talking with someone on the telephone and your call-waiting feature keeps beeping and you continually interrupt the other to take calls, you are making a withdrawal: You are saying the person you’re talking with is not as important as the calls coming in.

On the other hand, sometimes leaving a detailed voice-mail message on your phone when you know you’ll be out is a deposit – it helps make callers’ lives easier.

· “Habit 4 – Thinking win-win is a frame of mind and heart that seeks mutual benefit and is based on mutual respect in all interactions. It’s about thinking in terms of abundance – an ever-expanding pie,” a cornucopia of opportunity, wealth, and resources – rather than of scarcity and adversarial competition. It’s not thinking selfishly (win-lose) or like a martyr (lose-win). In our work and family life, members think interdependently – in terms of “we”, not “me”. Thinking win-win encourages conflict resolution and helps individuals seek mutually beneficial solutions. It’s sharing information, power, recognition, and rewards.”

5. SEEK FIRST TO UNDERSTAND, THEN TO BE UNDERSTOOD. Ask yourself, “Do I avoid talking initially about my concerns and instead express my understanding of the other person and his or her point of view?” To listen effectively, you must use the same tools of communication. Being technologically savvy is a requirement in today’s workplace. If we are uncomfortable with technology and insist that everyone adapt to our out-dated ways of doing things, we cut ourselves off from others. If we’re techno-savvy, we should encourage others to learn.

Be adaptable, and realize that although technology has its limits, it is still possible to carry on a significant relationship without being face to face. After my father died in 1980, I decided I would call my mother every day. She died in 1990, and I missed very few days. Our communication was so constant, and we understood each other so well, that it made no difference whether we were talking by telephone or in person.

· “Habit 5 – When we listen with the intent to understand others, rather than with the intent to reply, we begin true communication and relationship building. When others feel understood first, they feel affirmed and valued, defenses are lowered, and opportunities to speak openly and to be understood come much more naturally and easily. Seeking to understand takes kindness; seeking to be understood takes courage. Effectiveness lies in balancing the two.”

6. SYNERGIZE. Ask yourself, “Do I seek and value opinions, viewpoints and perspectives from others to create solutions that are better than would have created on my own?” When people can’t get together in person to solve a problem, Web videoconferencing and instant messaging allow them to post messages back and forth and interact in real time. Also, families can develop and share creative ideas and work through issues using Internet sites such as myfamily.com, Ask yourself, “Do I seek and value opinions, viewpoints and perspectives from others to create solutions that are better than would have created on my own?” When people can’t get together in person to solve a problem, Web videoconferencing and instant messaging allow them to post messages back and forth and interact in real time. Also, families can develop and share creative ideas and work through issues using Internet sites such as myfamily.com, which offers families their own private, secure forums in which they can interact with one another, post events, share news and schedule appointments.

· “Habit 6 – Synergy is about producing a third alternative – not my way, not your way, but a third way that is better than either of us would come up with individually. It’s the fruit of mutual respect – of understanding and even celebrating one another’s differences in solving problems, seizing opportunities. Synergistic teams and families thrive on individual strengths so that the whole becomes greater than the sum of the parts. Such relationships and teams renounce defensive adversarialism (1+1=1/2). They don’t settle on compromise (1+1=1-1/2) or merely cooperation (1+1=2). They go for creative cooperation (1+1=3 or more).”

7. SHARPEN THE SAW. Ask yourself, “Am I continually improving the physical, mental, spiritual and social dimensions of my life?” Overusing technology often means losing touch with nature, so regularly make time to step away from the computer and take a walk in the woods. Keep learning by enrolling in courses on how to use the Internet, or learn a new software program – even if you don’t immediately need it for your job, it could one day help you get you your next job. Inspirational quotations can be sent via e-mail to friends. Humanitarian and non-profit Web sites allow you, with just a click of the mouse, to nurture your own spirit by donating time, energy and resources

· “Habit 7 – Sharpening the saw is about constantly renewing ourselves in the four basic areas of life: physical, social/emotional, mental, and spiritual. It’s the Habit that increases our capacity to live all other habits of effectiveness. For an organization, Habit 7 promotes vision, renewal, continuous improvement, safeguards against burnout and entropy, and puts the organization on a new upward growth path. For a family, it increases effectiveness through regular personal and family activities such as establishing traditions that nurture the spirit of family renewal.”

· “PARADIGM: A Paradigm is the way each person sees the world, not necessarily the way it is in reality. It’s the map, not the territory. It’s our lens, through which we view everything, formed by our upbringing and cumulative experience and choices.”

This Living Trust Agreement (this “Agreement”) is made this Easter Sunday, April 4, 1999 between Michael Wallace Connett (the “Grantor or Beneficiary”) of Covington/”Wallace Woods”, Kentucky and Kevin J. O’Toole (the “Trustee”) of St. Louis, Missouri. In consideration of the mutual covenants and promises set forth in this Agreement, the Grantor and the Trustee agree as follows:

I. PURPOSE: The purpose of this Agreement is to establish a Trust to receive and manage assets for the benefit of the Grantor during the Grantor’s lifetime, and to further manage and distribute the assets of the Trust upon the death of the Grantor.

II. FUNDING OF THE TRUST: This Trust shall be funded with assets transferred to this Trust by the Grantor at the time of creating this Trust, or at any later time. This Trust may also receive property from any person or entity who is acting under the authority granted to that person or entity by the Grantor. It is also expected that this Trust may receive assets pursuant to the terms of the Grantor’s Last Will and Testament.

III. MANAGEMENT OF TRUST ASSETS: The Trustee shall manage and distribute the trust assets for the benefit of the Beneficiary in accordance with the terms of this agreement.

IV. DISTRIBUTIONS DURING THE GRANTOR’S LIFE: During the Grantor’s life, the Trustee shall distribute all of the net income of this Trust to or for the benefit of the Grantor, or as the Grantor may designate. Such distributions shall be made at least semi-annually. The Grantor may change the amount of distribution at any time by providing notice to the Trustee. Any excess income shall be added to principal at the discretion of the Trustee.

A. Payments During a “Disability” of the Grantor: During any period that the Grantor has a “disability”, the Trustee may pay to or for the benefit of the Grantor such amounts of income and principal as the Trustee believes in the Trustee’s sole discretion to be required for (I) the Grantor’s support, comfort and welfare, (ii) the Grantor’s accustomed manner of Living, or (iii) any purpose that the Trustee believes to be in the best interest of the Grantor.

B. Disability Defined: For the purposes of this Trust, “disability” shall mean a legal disability or the inability to provide prompt and intelligent consideration to financial matters by reason of illness or mental or physical disability. The determination of whether the Grantor has a disability shall be made by the Grantor’s most recent attending physician. The Trustee shall be entitled to rely on written notice of that determination.

V. DEATH OF THE GRANTOR: Upon the death of the Grantor, and after the payment of the Grantor’s just debts, funeral expenses and expenses of last illness, the following distributions shall be made.

A. SPECIFIC DISTRIBUTIONS/
B. TANGIBLE PERSONAL PROPERTY: Subject to the preceding provisions of this Trust; all jewelry, clothing, personal items, furniture, household furnishings, automobile, and other items of tangible personal property shall be distributed according to the directives of the Grantor’s Last Will & Testament.

The share of any such beneficiary who does not survive the Grantor shall be added to the residuary assets of this Trust.

C. RESIDUARY ASSETS: The residuary assets of This Trust shall be distributed to (or retained by) the following beneficiaries:

Distributed to:
HIV/AIDS CARE MANAGEMENT SERVICES, PROGRAMS and AGENCIES PRIMARILY SERVING THE POZ CommUNITY RESIDING in NORTHERN KENTUCKY on The South Bank. Priority in the distribution will be accorded to those programs directly benefiting the clients needs which also address needs of the wider community and are originally recognized, addressed and endowed by the Grantor:

Discovery consists of seeing what everybody has seen and thinking what nobody has thought.
- Albert von Szent-Gyorgyi

1. HOUSING: To address Housing and Landlord-Tenant Issues, but especially to focus on the need for reforms in the delivery of services to the Low-Income, Disabled and Disenfranchised populations by the designated agencies. The Establishment and Maintenance of a “CARACOLE” type Agency/Community. “SouthBank HIVE”

2. P.A.W.S.(Pets Are Wonderful Support!) Program for South Bank Residents/Clients. While the original focus of the PAWS Program, first established in San Francisco, was Gay/HIV+ clients, it is a well established fact that the reasons and needs for the support of pets in peoples lives transcends that particular view of the world around us.

3. “The Angel Fund” For AIDS Children and their Families in Northern Kentucky, especially at Christmas time. This well established fund administered by AVNK seems to have Christmas well in hand! So how about establishing & endowing a Summer Fun(d) to support things like group outings and scholarships for something like

Camp Heart to Heart is a FREE summer camp for children ages 5-13, who are living in the shadow of HIV/AIDS. This includes kids who are either HIV+, have an immediate family member who is HIV+, or has lost an immediate family member to AIDS.
Camp Heart to Heart is a collaboration between Lions Camp Crescendo Inc., Jefferson County (KY) Health Department, and other Louisville HIV/AIDS service organizations (KALA, House of Ruth, AIM of Kentuckiana, etc.).
Each year, during the first week of June, the camp is held at Lions Camp Crescendo, which is about 25 miles south of Louisville, KY on 185 beautiful acres just off I-65.
Camp Heart to Heart is made possible through private and corporate donations and grants. All donations are tax deductible*and help defray expenses related to this community service project. Please help sponsor our kids. It will be greatly appreciated.

5. The NAMES Project Foundation/Regional Gallery Program Concept: “Into The Millennium: Until The Dying Stops...” The first of these designed in honor of the 150th Birthday of Dayton, Ky. I have changed the design: Location moved to the riverfront near the Marina, Bell Tower switched to Light House Beacon, inside centerpiece Memorial Monument dedicated to ALL Dayton/No. Ky. Veterans of the War in Viet Nam.

VI. TRUSTEE POWERS: The Trustee, in addition to other powers and authority granted by law or necessary or appropriate for proper administration of the Trust, shall have the following rights, powers, and authority without order of court and without notice to anyone.

A. RECEIVE ASSETS. To receive, hold, maintain, administer, collect, invest and re-invest the trust assets, and collect and apply the income, profits, and principal of the Trust in accordance with the terms of this instrument.

B. RECEIVE ADDITIONAL ASSETS. To receive additional assets from other sources, including assets received by bequest.

C. STANDARD OF CARE. To acquire, invest, re-invest, exchange, retain, sell, and manage estate and trust assets, exercising the judgment and care, under the circumstances then prevailing, that persons of prudence, discretion and intelligence exercise in the management of their own affairs, not in regard to speculation but in regard to the permanent disposition of their funds, considering the probable income as well as the probable safety of their capital. Within the limitations of that standard, the Trustee is authorized to acquire and retain every kind of property, real, personal or mixed, and every kind of investment, specifically including, but not by a way of limitation, bonds, debentures and other corporate obligations, and stocks, preferred or common, that persons of prudence, discretion and intelligence acquire or retain for their own account, even though not otherwise a legal investment for trust funds under the laws and statutes of the United States or the state(s) under which this instrument is administered.

D. RETAIN ASSETS. To retain any asset, including uninvested cash or original investments, regardless of whether it is of the kind authorized by this instrument for investment and whether it leaves a disproportionately large part of the estate or trust invested in one type of property, for as long as the Trustee deems advisable.

E. DISPOSE OF OR ENCUMBER ASSETS. To sell, option, mortgage, pledge, lease or convey real or personal property, publicly or privately, upon such terms and conditions as may appear to be proper, and to execute all instruments necessary to effect such authority.

F. SETTLE CLAIMS. To compromise, settle, or abandon claims in favor of or against the Trust.

G. MANAGE PROPERTY. To manage real estate and personal property, borrow money, exercise options, buy insurance, and register securities as may appear to be proper.

H. ALLOCATE BETWEEN PRINCIPAL AND INCOME. To make allocations of charges and credits as between principal and income as in the sole discretion of the Trustee may appear to be proper.

I. EMPLOY PROFESSIONAL ASSISTANCE. To employ and compensate counsel and other persons deemed necessary for proper administration and to delegate authority when such delegation is advantageous to the Trust.

J. DISTRIBUTE PROPERTY. To make division or distribution in money or kind, or partly in either, at values to be determined by the Trustee, and the Trustee’s judgment shall be binding upon all interested parties.

K. ENTER CONTRACTS. To bind the Trust by contracts or agreements without assuming individual liability for such contracts.

L. EXERCISE STOCK OWNERSHIP RIGHTS. To vote, execute proxies to vote, join in or oppose any plans for reorganization, and exercise any other rights incident to the ownership of any stocks, bonds or other properties of the Trust.

M. DURATION OF POWERS. To continue to exercise the powers provided in this agreement after the termination of the Trust until all the assets of the Trust have been distributed.

N. HOLD TRUST ASSETS AS A SINGLE FUND. To hold the assets of the Trust, share, or portions of the Trust created by this instrument as a single fund for joint investment and management, without the need for physical segregation, dividing the income proportionately among them. Segregation of the various trust shares need only be made on the books of the Trustee for accounting purposes.

O. METHODS OF DISTRIBUTION. To make payments to or for the benefit of any beneficiary (specifically including any beneficiary under any legal disability) in any of the following ways: (a) directly to the beneficiary; (b) directly for the maintenance, welfare and education of the beneficiary; (c) to the legal or natural guardian of the beneficiary; or (d) to anyone who at the time shall have custody and care of the person of the beneficiary. The Trustee shall not be obliged to see the application of the funds so paid, but the receipt of the person to whom the funds were paid shall be full acquittance of the Trustee.

VII. ADDITIONAL TRUSTEE PROVISIONS. These additional provisions shall apply regarding the Trustee.

A. GRANTOR AS TRUSTEE. If at any time the Grantor is the Trustee, the Grantor may appoint a successor trustee by making such designation in writing. Such designee shall become the successor trustee upon acceptance of the terms and conditions of this Agreement.

B. DEATH OR DISABILITY OF THE GRANTOR AS TRUSTEE. If at any time the Grantor has a disability or upon the death of the Grantor (as previously defined), Mr. Kevin J. O’Toole, of St. Louis, Missouri, is designated as the successor trustee. Such designee shall become the successor trustee upon acceptance of the terms and conditions of this Agreement.

C. RESIGNATION OF TRUSTEE. The Trustee, or any successor may resign at any time by giving thirty (30) days written notice to the Grantor. If the Grantor is deceased, such notice shall be given to all adult beneficiaries, and to a parent or guardian, if any, or each minor beneficiary.

D. SUCCESSOR TRUSTEE. The beneficiaries to whom such notice of resignation is given shall designate a successor trustee by written notice to the resigning trustee within thirty (30) days after receipt of the notice or resignation. If a successor trustee is not so designated, the resigning trustee shall have the right to secure the appointment of a successor trustee by a court of competent jurisdiction, at the expense of the Trust. If a successor trustee is appointed, such trustee shall be bound by, and subject to, the provisions of this Trust.

E. ACCOUNTING. The Trustee shall provide an accounting to the Beneficiary (or Beneficiaries) on at least an Annual Basis. If a beneficiary has a “disability”, the Trustee shall provide the accounting to a guardian or conservator, if any.

F. BOND. No bond shall be required of the Grantor (if serving as Trustee) or any qualified corporate Trustee.

VIII. RIGHT TO DIRECT INVESTMENTS. At any time that the Trust has investments, and provided that the Grantor does not have a “disability”, the Grantor may direct any Trustee to purchase, sell, or retain any trust investment.

IX. REVOCATION OR AMENDMENT. During the Grantor’s life, the Grantor may revoke (in whole or in part) or amend this Agreement by delivering to the Trustee an appropriate written revocation or amendment, signed by the Grantor.

X. GOVERNING LAW. This agreement shall be construed in accordance with the laws of the Commonwealth of Kentucky and the State of Missouri.

XI. PERPETUITIES SAVINGS CLAUSE. Despite any other provision of this Agreement to the contrary, the trust created by this Agreement shall terminate no later than 21 years after the death of the last to die of a class of persons to include the Grantor and any other beneficiary of this Agreement who is living on the date that this Agreement is signed.

XII. SEVERABILITY. If any portion of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

Michael Wallace Connett
Signature - Michael Wallace Connett, Grantor
The preceding Trust agreement was subscribed, sworn to and acknowledged before me by Michael Wallace Connett, as Grantor, this
2nd day of July , 1999, as the voluntary act of such person.

Karen L. Griffith
Notary Public: Kentucky State at Large
County of Kenton
My Commission Expires October 28, 2000

Kevin J. O'Toole
Signature - Kevin J. O’Toole, Successor Trustee
The preceding Trust agreement was subscribed, sworn to and acknowledged before me by Kevin J. O’Toole, as the Successor Trustee, this 8th day of July , 1999, as the voluntary act of such person.

Linda S. Riley
Notary Public: State of Missouri
Jefferson County
My Commission Expires December 3, 2001

MWC/
6/17/99
Amended: July 23, 2003 via internet - Original Agreement on File With: The Bank of Kentucky