Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SC 13D/A Amendment to General Statement of Beneficial 10 35K
Ownership
2: EX-1 Joint Filing Agreement 1 6K
3: EX-2 Termination Agreement (Kam) 3 10K
4: EX-3 Termination Agreement (Kom) 3 10K
5: EX-4 Termination Agreement (Kam Trust) 3 10K
6: EX-5.1 Excerpts Durable POA 2 10K
7: EX-5.2 Management Agreement 13 44K
EX-5.1 — Excerpts Durable POA
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Exhibit 5.1
Excerpts of Durable Power of Attorney for Financial Management
dated August 6, 2003
1. Creation of Durable Power of Attorney. By this document I intend to
create a durable power of attorney as permitted by the California Probate Code.
This durable power of attorney shall become effective only as set forth below.
2. Designation of Agent. I, KENNETH A. MACKE, presently a resident of Napa
County, California, appoint my spouse, KATHLEEN MACKE, as my true and lawful
attorney-in-fact ("agent"), to act for me and in my name, place, and stead on my
incapacity. When you, as my agent, sign on my behalf under the powers I give you
in this document, you shall use the following form as authorized by the
California Probate Code: "KENNETH A. MACKE, by KATHLEEN MACKE, his Attorney in
Fact."
3. Designation of Alternate Agents. If for any reason KATHLEEN MACKE is
unable or unwilling to act as my agent, then I designate my son, JEFFREY MACKE,
to serve as my successor agent with the powers authorized in this instrument.
To demonstrate the inability of an agent to act, one of the following
documents shall be attached to this durable power of attorney: resignation or
declination to serve signed by the agent; a written and signed declaration under
penalty of perjury from a licensed physician that the agent is physically or
mentally incapable of serving; a certified court order as to the incapacity or
inability of the agent; or a certified death certificate for such agent. Third
parties who deal with a successor agent shall be entitled to rely on the
original power of attorney instrument with any such document(s) attached.
4. Effective Date and Duration. This durable power of attorney shall
become effective only on my incapacity. I shall be conclusively presumed to lack
capacity when one of my treating physicians, licensed to practice medicine in
the State of California, executes a written declaration regarding my incapacity,
under penalty of perjury. The declaration shall state that, in the physician's
opinion, I do not have sufficient understanding of ability to make or
communicate decisions about my property, financial, or business affairs.
The effective date of incapacity shall be the date of receipt of such
declaration by my agent. Such declaration, when received, shall be attached to
the original of this power of attorney.
Any person may act in reliance on this instrument with such declaration
attached without liability to me or to any other person regardless of whether I
am later determined to have become incapacitated. No licensed physician who
executes a declaration regarding my incapacity shall be subject to liability
because of such execution. I hereby waive any privilege that may apply to
release of information included in such a declaration or to the execution of
such a declaration.
This power of attorney shall continue after my incapacity in accordance
with its terms. On my death, this power of attorney shall terminate.
5. Statement of Authority Granted. My agent is authorized to take the
following actions for me: . . .
5.3 Negotiate Sale of Property: to represent me in negotiations for
the sale of any property, real or personal, which I may own, including but not
limited to entering into listing agreements with brokers or other agents
regarding such sale.
5.4 Execute Documents: to execute, acknowledge, and
deliver contracts of sale, escrow instructions, deeds, covenants,
agreements, assignments of agreements, and all other documents
needed with respect to the sale of any real or personal property
I own. . . .
5.18 Estate Planning: to create a trust, including an
irrevocable trust; to modify or revoke a trust; to fund with my
property a trust not created by me or a person authorized to
create a trust on my behalf; to make or revoke a gift of my
property in trust or otherwise; to create or change survivorship
interests in my property or in property in which I may have an
interest; and to designate or change the designation of
beneficiaries to receive any property, benefit, or contract right
on my death. . . .
5.34 General Authority as to All Other Matters: to do, execute, and
perform any other act, deed, matter, or thing, that in the opinion of the agent
ought to be done, executed, or performed in conjunction with this power of
attorney, of every kind and nature, as fully and effectively as I could do if
personally present. The enumeration of specific items, acts, rights, or powers
in this instrument does not limit or restrict, and is not to be construed or
interpreted as limiting or restricting, the general powers granted to the agent
except where powers are expressly restricted.
Dates Referenced Herein
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This ‘SC 13D/A’ Filing | | Date | | First | | Last | | | Other Filings |
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Filed on: | | 4/13/05 | | | | | | | None on these Dates |
| | 8/6/03 | | 1 |
| List all Filings |
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