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We agree that the 1995 FSA operated to restrict the value of
all of decedent's FABG stock. Under the 1995 FSA, the
conservator and decedent were prohibited from transferring
decedent's FABG stock without the consent of the Rod Amlie
Family. At decedent's death, all of her FABG stock was required
to be transferred to the Rod Amlie Trust at the $118 price,
either in an exchange at that value to satisfy the bequests or by
sale at that price. The 1995 FSA therefore imposed the $118
price as a ceiling (and floor) on the value of decedent's FABG
stock. Pursuant to the agreement reached between the conservator
and the prospective heirs, the estate could receive no more (and
no less) than the $118 price for all shares of decedent's FABG
stock, thereby effecting a transfer of the risk of loss or
opportunity for gain on the shares from decedent and her estate
to the Rod Amlie Trust.
Respondent next argues that the 1995 FSA was not enforceable
because the conservator did not sign it. Thus, respondent
contends, decedent was not bound by the 1995 FSA, and
consequently the Rod Amlie Family had no enforceable right to
purchase decedent's FABG stock at the price set forth in the 1995
FSA.22 We disagree.
22 Respondent also attacks the validity of the 1995 FSA on
the grounds that the Rod Amlie Trust had not been created when
the agreement was executed. However, the 1995 FSA conferred the
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