SETTLEMENT AGREEMENt THIS SETTLEMENT AGREEMENT (this "Agreement") is made this 2. 0 day of , 2015, by and between Peggy Siegal, for and on behalf of herself individually and as beneficiary and distributee ("Peggy"), and Gary Siegal, for and on behalf of himself, individually and as a beneficiary and distributee, as Personal Representative of the Estate of Annette Siegel, as trustee of the Marital Trust created under Article V and Article VI of the Last Will and Testament of Martin M. Siegal, and as trustee of the Annette Siegal Revocable Living Trust created under declaration of trust dated December 10, 2010 ("Gary") (hereinafter referred to collectively as the "Parties"). RECITALd (A) By Article V and Article VI of the Last Will and Testament of Martin M. Siegal ("Martin's Will"), a marital trust was created for the benefit of Martin M. Siegal's surviving wife, Annette Siegal ('Annette") upon Martin M. Siegal's death ("Marital Trust"). (B) Martin's Will provides that upon Annette's death, the remaining property held in the Marital Trust is to be distributed to Martin M. Siegal's children, Gary Skgal and Peggy Siegal, in equal shares, outright and free of trust (each respective share shall be referred to as the "Marital Trust Distributive Share"). (C) Martin's Will appointed Annette as the trustee of the Marital Trust and appointed Gary Siegel as successor trustee in the event that Annette was unable or unwilling to act as trustee. (D) • Annette has since deceased. (E) Gary Siegal is currently serving as sole trustee of the Marital Trust which appoinunent became effective upon Annette's death. (F) During her life, Annette created the Annette Siegal Revocable Living Trust ("Annette Trust") created under declaration of trust dated December ]0, 2010 ("Declaration of Trust"). (O) Article FOURTH of the Decimation of Trust provides thatthe balance of the oust estate after providing for certain bequests shall be distributed to Annette's