Estate of Eugene E. Stone, III, Deceased, C. Rivers Stone, E.E. Stone, IV, Mary Stone Fraser & Rosalie Stone Morris, Co-Personal Representatives - Page 69

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                         gift tax paid or payable with respect to any                 
                         interest in any limited partnerships estab-                  
                         lished by me for my children which were the                  
                         subject of any gifts made by me during my                    
                         lifetime, shall be paid out of and charged                   
                         equally against such limited partnerships,                   
                         and shall not be charged against the marital                 
                         deduction.  In the event there are insuffi-                  
                         cient assets in a limited partnership estab-                 
                         lished by me for a child of mine to pay an                   
                         equal amount of such taxes, then the child of                
                         mine who received a gift of an interest in                   
                         such limited partnership, or such child’s                    
                         estate, as the case may be, shall be respon-                 
                         sible for the payment of an equal amount of                  
                         any such remaining taxes.                                    
                    (c) In the event the Internal Revenue Service or                  
                         any other taxing authority changes the value                 
                         attributable to (i) any assets I have con-                   
                         tributed to a limited partnership established                
                         by me for a child of mine * * * then I direct                
                         that all gift, estate, generation-skipping                   
                         transfer, inheritance, transfer, succession,                 
                         death, or similar taxes which may be assessed                
                         or imposed as a result of such change in                     
                         value, * * * shall be paid out of and charged                
                         against the limited partnership that received                
                         such contribution * * * and shall not be                     
                         charged against the marital deduction.  In                   
                         the event there are insufficient assets in a                 
                         limited partnership established by me for a                  
                         child of mine to pay such taxes, then the                    
                         child of mine who received such gift, or                     
                         whose limited partnership received such con-                 
                         tribution, or such child’s estate, as the                    
                         case may be, shall be responsible for the                    
                         payment of any such remaining taxes.                         
                    (d) I direct that all other estate, generation-                   
                         skipping transfer, inheritance, transfer,                    
                         succession, death, or similar taxes, includ-                 
                         ing any interest or penalties thereon, pay-                  
                         able by reason of my death * * * or assessed                 
                         or imposed with respect to my estate, or any                 
                         part thereof, whether or not passing under                   
                         this will, or any codicil thereto, including                 
                         all policies of insurance on my life, all                    





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