A power of attorney is a written or printed paper by which one person gives authority to another person to act for him; it must state the extent of the authority given and specify just what power the attorney has. It must be signed and acknowledged before a notary public or other officer authorized by law to take acknowledgments. After a power of attorney has been executed and delivered, the signature of the second party (the one to whom the power of attorney is given and who is called the "attorney in fact") has just as much force as if the first party had signed himself. A power of attorney is construed strictly, and the agent (the person to whom it is given) can exercise no other powers than are expressly stated in it. In cases where the agent is authorized to make contracts which must be under seal, then the authority of the agent (the power of attorney) must also be under seal. An agent must have a power of attorney: (1) To execute a deed of conveyance for his principal; (2) to execute a mortgage; (3) to execute a lease of lands for more than three years; (4) to transfer title to or interest in a ship; (5) to execute a bill of sale under seal; (6) to execute a bond; (7) to execute an enforceable promise without a sufficient consideration to support it; (8) any other formal document. While a power of attorney is necessary in the foregoing cases, to make the acts of the agent binding, it may be used in other cases. Powers of attorney are often used in the transfer of stock certificates. It is incumbent upon persons dealing with "attorneys in fact" to examine the power of attorney in order to determine just what power the agent has.

Power Of Attorney

Know all men by these Presents, That.............

.................................. of ................................

have made, constituted and appointed, and by these presents do make, constitute and appoint ..................................................................................... ................................ my (or "our") true and lawful attorney for me (or "us") and in my (or "our") name, place and stead,

First: To draw checks against my (or "our") accounts in the Bank;

Second: To indorse notes, checks, drafts and bills of exchange for deposit in said................................................................................ Bank or for collection;

Third: To borrow money from the said

Bank and to execute and to deliver any notes, bonds and other instruments necessary therefor or required in connection therewith and to assign and deliver as collateral security for such loans, or any loans to me (or "us or either of us") stocks, bonds, warehouse receipts and other personal property and the evidences thereof owned by me (or "us or either of us") or in which I (or "we or either of us") shall or may have any interest;

Fourth: To indorse and sell any paper that I (or "we or either of us") may offer said Bank for purchase;

Fifth: To draw and accept drafts and bills of exchange;

Sixth: To accept and waive demand for payment, protest and notice of protest of notes, checks, drafts and bills of exchange;

Seventh: To do all acts requisite or desirable for carrying out or effectuating any of the foregoing powers, with full power of substitution and revocation, hereby ratifying and confirming all that said attorney and his ("her or its") substitute shall do in the premises by virtue of these presents.

In consideration of the recognition of this power of attorney by the

......................................................................................... Bank, I (or "we") hereby agree for myself (or "ourselves") and my (or "our") legal representatives to indemnify and save harmless the said

Bank from any loss or damage that it may sustain through relying upon the apparent authority of this power after its termination by operation of law, but before actual notice thereof.

An Witness Whereof. I (or "we") have hereunto set my (or

"our") hand(s) and seal(s) thisday of

..............................in the year of our Lord, one thousand nine hundred and...................................................... ......................

........................................................................................ (Seal)

Signed, sealed and delivered in the presence of

........................................................................

State of ss.: County of

On this ........................................................ day of....................................... 19......................before me, a Notary Public (Prothonotary or Commissioner of Deeds, etc, as the case may be), in and for the County of............................................................................................., in the

State of......................................................................... .................................personally came and appeared

to me known, and known to me to be the individual described in and who executed the foregoing instrument, and who acknowledged to me that had executed the same as free act and deed and for the purposes therein set forth.

In Witness Whereof, I have hereunto set my hand and affixed my official seal this .......................................................................... day of..................................................................

19.....

. ....................................................... (Seal)