Loading...
Resolution 08-1211Resolution No. 08-1211 A Resolution of the City of Longwood Adopting A Corporate Resolution and Certificate of Incumbency Deposit Account Resolution And AdMS N RusT Authorization For Business Entities Business Entity Account Information Name CITY OF LONGW OOD Taxpayer Identification Number Account Number(s) BllSMUSS Type PF/State Local Florida Date Resolution and Authorization Adopted 11/17/2008 The mmdersigned in Section IX or X hereby certify to .S'unTILL3t Buuc (` "an k")that the above named Business Entity is organized and existing wider the laws of the State of Florida and has been registered in the manner prescribed by law and is currently in full compliance watt all requirements relating to its organization and continued existence under applicable law. These resolutions and authorizations apply to the above referenced deposit accotut(s) (hereinafter "Account") churenty open With Ute in and any additional Accounts opened in the future in the name of the Business Entity. For purposes of this resolution and authorization, Accounts will include any certificates of deposit in die name of the Business Entity. These resolutions and authorizations shall remain in full force and effect until written notice in a form acceptable to the Bank of their rescission or modification certified by the appropriate authorized individual(s) applicable to the Business Entity has been received by Bank and the Bank has had a reasonable time to act on said change. Receipt of such notice shall not affect any action taken by Bank prior thereto and Bank shall be held harmless from any claims, demands, expenses, loss, or damage resulting from, or growing out of, honoring the acts or instructions of any individual so certified or authorized in these resolutions to sign by delegation of authority in accordance herewith or refusing to honor any signature not so certified or authorized II. Authority to sign, act, give instructions, access information, thse Bank's sendces, perform transactions, enter into agreements and delegate authority on behalf of Business Entity Resolved, that Bank be and is hereby designated a depository for the Business Entity, that any one of the individuals or entities named in Section III below is an "Authorized Signer" and is authorized to act, give instructions, access information, use Bank's services, mid perform transactions on behalf of Business Entity nvth respect to any Accounts of Business Entity with Bank or services provided to Business Entity by the Bank, to enter into on behalf of the Business Entity any of Bank's agreements including checking, savings, certificates of deposit, wire or electronic funds transfer, night deposit, cash management, or other treasury management services agreements and to delegate to any other individual or entity his or her authority to act, give instructions, access information, use Bank's services, perform transactions, and enter into agreements on behalf of the Business Entity, including agreements that delegate his or her authority to other individuals or entities NOt h respect to the Business Entity's Accounts or Bank's services; that the Business Entity shall be bound by the temps and conditions of all such agreements and Bank's Rules mid Regulations for Deposit Accounts related thereto, all as now existing or as amended front time to time; and that any Authorized Signer named in Section III, is w horized on behalf of this Business Entity to sign mid to endorse for deposit, negotiation or collection, any and all checks, drafts, certificates of deposit, savings certificates, items or other instruments or written orders for the payment of money payable by or to the order of this Business Entity. Signatures and endorsements, if any, may be in writing, by stamp, or otherwise affixed, with or without designation or signature of the person so endorsing, it being understood that all prior endorsements on such items me guaranteed by this Business Entity, regardless of the lack of an express guarantee in the endorsement of this Business Entity. Further Resolved, Batik is hereby directed to honor, pay and charge to the Accounts of this Business Entity, without inquiry as to the circumstances of the issuance or application of the proceeds of, any checks, drafts, items or outer written orders on any of this Business Entity's Accowhfs with Bank, whether payable to, endorsed or negotiated by or for the credit of any person signing the same or any other of the Authorized Signers owned in Section 111 when signed by any of the Authorized Signers named in Section III M. Officers/Owner/General Partners/Members/Managers/Governors authorized to act, give instructors, access information, use Bank's sendces, perform transactions, enter into agreements, and delegate authority on behalf of the Business Entity The full name, title, and signature of each person authorized to act, give instructions, access information, use Bank's services, perform transactions, enter into agreements, and delegate his or her authority on behalf of the Business Entity as described in the resolutions set forth in this document is inunediately below. [Instruction: If the General Panther, Member or Manager is also an entity (e.g., a corporation, LLC, or partnership), the name of the entity is entered in the column headed "Name", applicable tide of General Partner, Member or Manager is entered in the column headed "Title", and the nanhe of the individual signing on behalf of that entity and individual's title or position are entered in the column headed "Signature" and the individual signs directly underneath his/her name and title. The individual must provide a resolution on that entity reflecting the individual's authority.) Name Title Brian D Sackett Mayor John C. Maingot Deputy Mayor _ Sarah At 111irus _City Clerk User ID Account Number a,arcn 0mn IV. Facsimile Signatures (Complete this section only if machine or facsimile stamped signatures are to be used on items_) Further Resolved, that Bank is hereby requested, authorized and directed to honor any check, draft, item or otter written order on any of this Business Entity's Accounts with Bank when bearing or purporting to bear the following authorized machine or facsimile signature of any of the above named individuals whose signatures are reproduced below, regardless of by whom or by what memo the actual or purported machine or facsimile signatures may have been affixed The Business Entity shall indemnify and hold the Bank harmless from any and all claims, expenses, isles, damages and costs, including attorneys' fees, resulting from, or growing out of the Bank's honoring the facsimile signature of any of the following individuals, its refusal to honor any facsimile signature of an individual not named below, or resulting from the unauthorized use of the instrument used to provide the facsimile signatures by persons other than authorized individuals. Name of Authorized Signer Listed in Section lII Machine or Facsimile Stamped Signatu/re of Auth000d Signer Brian D. Sackett, Mayor / / / John C.Maingot,DeputyMayor �+`"�„vlU�i.)C {' / Sarah M Mirus. Ciri Clerk V. Additonal Signatories an Business Entty's Accounts � Further resolved, the following individual(s) are authorized as additional signaled s .efttd ors. e collection any checks, drafts, or otter instruments or written orders for the payment of money payable o the order of the Busmt u; nutty an to sign checks, drafts, items or other written orders, and initiate wire or funds transfers and execute Bank's Funds Transfer Authorization wire request and disclosure fort on any of the Business Entity's Accounts with Bank [Instruction: If an additional signatory is not authorized to sign on all Accounts, specify the Account Number applicable to the signatory as indicated below.] Refer to the Signature Card(s) on the Account(s) for signatures of the Additional Signatories. Additonal Signatory's Name Position vrith Entty Specific Deposit Account Numbers) Applicable to Signatory (Complete only if signatory is not authorized on all accounts) VI. Qualificaton Certficaton for Public Fund, Organization, Politcal Organizaton, Homeowners and Condominium Owners Association or Corporation Not Operated for Profit to earn interest on a checking account (NOW Account) Mark this section with an 'X'ory if Business Entity is eligible to earn interest on a checking account. ❑ UWe further certify that the above named Business Entity is eligible to earn interest on a checking accomnt (referred to as a Negotiable Order of Withdrawal or NOW Account) in compliance with Regulation D of the Federal Reserve Act (12CFR 204) as a Public Fund or a Non -Profit Organization that is operated primarily for Religious, Philanthropic, Charitable, Educational, Political or other similar purposes under one of the following sections: Organization — Section 501 (C) (3) through (13), and (19) of the Internal Revenue Code (26 USC (IRC 1954) 501 (C) (3) — (13) and (19). Political Organization — Section 527 of the Internal Revenue Code (26 USC (IRC 1954) 527). Homeowners and Condominium Owners Associations — Section 528 of the Internal Revenue Code (26 USC (IRC 1954) 528). VII. Power to Act The undersigned certifies that there are no limits to the undersigned's powers to adopt this Authorization and to attest that the resolutions stated herein are accurate and that this Deposit Account Resolution and Authorization is in conformity with the provisions of the organizational instruments, which include the Business Entity's charter, bylaws, operating agreement, partnership agreement, shareholders' agreement or similar agreements by which the Business Entity or the undersigned party may be bound and does not violate the provisions thereof. VIII. Prior Acts All previous acts of or on behalf of the Business Entity as provided for above are hereby approved and ratified. IX. Certification —Corporation or Professional Corporator I, the whdersigned, hereby certify to Bwilc that the above is a tnne copy of resolutions and authorizations of said Bushhess Entity and that such resolutions and authorizations are in full force and effect and have not been amended or rescinded. /� In witness whereof, I have herewrto subscribed my name and affixed a seal o to Corpor lion this 17° y of November, 2008 (A1Tx Seal here, ifavailable) /J� A / �- User ID Authorized Sarah M. Minus, City Clerk Name and 1741e of President, Secretary, Assistant Secretary or Otker Officer as designated ffi the Corporaton's Bylaws Account Number aunn 19mn X. Certification - Limited Liability Company, Partnership, Public Fund, Sole Proprietorship, Unincorporated Organization or Association, or Other Entity VWe, the widersigned, hereby certify to Bank that the above is a true copy of resolutions and authorizations of said Business Entity and that such resolutions are in full force and effect and have not been amended or rescinded. [Instruction: If the General Partner, Member or Manager is also an entity (e.g., a corporation, LLC, or partnership), the name of the entity and the word `By" are entered in the column headed "Signature"; the Adividual signing on behalf of that entity signs directly below the nine of the entity; and the name of Ure individual mid inrdividual's title or position are entered in the colwnn headed "title". The individual roust provide a resolution on that entity reflecting the individual's authority.] Name and Title Brian D. Date 11/17/OS John C Maingot, Deputy Mayor _ __ 11/17/OS Sarah 11'L Minus. City Clerk ii/17/08 Signature Requuement nustrtrctiorrs: The following signatures are required to complete and certify the Deposit Account Resolution and Authorization to be correct - Corporations: Corporate Officers authorized to act on behalf of the corporation named in Section III should hnclude the President and Secretary and any other applicable corporate officers, such as Vice President or Treasurer. The President, Secretary, Assistant Secretary, or other corporate officer as designated in the bylaws of the corporation is required to EEK!Lfy the Deposit Account Resolution and Authorization under Section IX. -Limited Liability Companies: Section III and X require the signatures of all members/managers/board members, unless the Operating Agreement authorizes one or more members/managers/board members to conduct bmrkhrg business, in which case the signatures of all such authorized mennbers/managers/board members are sufficienL Public Rand Entities: Section III regrtires Ure signatures of individuals anUnorized to sign on behalf of the Public Fund Entity as designated by Ure ,overning unit, e.g., Board of County Commissioners, Mayor, Secretary of State, etc. The urdividrral(s) authorized to represent the governing unit is required to certify the Deposit Account Resolution and Authorization under Section X. -Partnerships: Section III and X require the signalmen of all General Partners, unless the Partrnership Agreement designates one or more partners to conduct banking business and perfonn banking transactions. hr such cases, Ure designated general partners) are named iu Section III as the General Partners authorized to act on behalf of the entity and these same General Partners will certify the Deposit Account Resolution and Authorization wider Section X. -Sole Proprietorships: Section III and X require the signature of Ure proprietor (msmer) or in the case of a spousal proprietorslnip, Ure signatures of the husband and wife who own the Business Entity. -Unincorporated Organizations or Associations: Section III requires the signatures of the Officers or Positions designated in the Organization or Association's bylaws or charter as authorized to act on behalf of the organization or association. The President or Secretary of the organization or association (or other individual designated to do so) is required to certify the Deposit Account Resolution and Authorization wider Section X. Bank Use Only Prepared By Phone Number Center Name Center Nwnber Account Numbers) Verification Method UserID Account Nwnber 3raarr nmT c,.,o � u 00 �SUNTRUST Account Title CITY OF LONGWOOD CONTROLLED DISBURSEMENT ACCT Type of Organ¢afion Authorized Sig Signature 1 Signature 2 Signature 3 Signature 4 Signature 5 Signature 6 Center ❑ Nen Mun'idpaGty aficer Number ID Business Account Signature Card Region Account Number VedritioMax bentifwation No. Name/rRle Bnan O. Sackett/ Mayror Namemtle John C Wrigo+trDeputy Mayor Namen"Ne Sarah MMims/ City Clerk Name/FNe Facsimile, Bran D. SackefVMayor NamerFNe FacsiWer John C. Mal t/ Deputy Mayer Name/Frle Facsimile, Sarah M- Krus/City Clerk Wodc Phone eyey/, ❑ Replacement j2�Changer unT��_rust Bank ("Bank') It is agreed that all transactions between the Bank and the entity listed in the above Account Title ("Depositor') shall be governed by the roles and j �gulations for this account and the above signed as the authorized agents) of the Depositor hereby acknowledges) receipt of such rules and .egulatlons and the funds availability policy. The Depositor also acknowledges the funds availability policy has been explained. Check Appropriate Box: ❑ Individual/SolePropdetor ❑ Coporation ❑ Partnership ❑ Limited Liability Company Enter the tax classification (D=disregarded entity, C=corporation, P=partnership) ❑ Other (See Instructions.) ❑ Exempt payee Certification —Under penahies of perjury, I, as authorized agent of the Depositor certify that: 1) is the correct taxpayer identification number for the Depositor (or the Depositor is waking for a number to be issued), and 2) The Depositor is not subject to backup withholding because: (a) the Depositor is exempt from backup withholding, or (b) the Depositor has not been notifled by the Internal Revenue Service (IRS) that it is subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified the Depositor that it is no longer subject to backup withholding, and 3) The depositor is a U.S. citizen or other U.S. person (defined in the instructions). Certification Instructions. You must cross out item 2 above if the depositor has been notified by the IRS that the depositor is currently subject to backup withholding because the depositor has failed to report all Interest and dividends on the depositors tax return. Signature of _--....,... U.S. Person �l'a'4z 7 / ' ti i /'�,Q Date 11/17/08 Mayor 638306 (1x19) Page t of t A SUNTRUST Account Title CITY OF LONGWOOD PAYROLLFUND Type of Orgar Authorized Sii Signature 1 Signature Signature Signature 4 Signature 5 Signature e Center ❑ Nev officer Number 10 Business Account Signature Card Region Account Number Name/rrtle Brian D. SackettllAayor Namellige John C. Maingoll Deputy Mayor Name/rNe Sarah M. Mirvs/City Clerk Namemtle Facsimile, Bnan D. Sackett/ MaWt Name/rNe Facsintl'a, John C. MaingoU Deputy Ma)ut NamefrNe Facsurcle, Sarah M. Mirusr Cdy Clerk WoAc Phone `eyr, ❑ Replacemry ent change S///unT��-rust Bank ("Bank") It is agreed that all transactions between the Bank and the entity listed in the above Account Title ("Depositor') shall be governed by the rules and j emulations for this account and the above signed as the authorized agents) of the Depositor hereby acknowledges) receipt of such rules and .egulations and the funds availability policy. The Depositor also acknowledges the funds availability policy has been explained. Check Appropriate Box: ❑ Individual /Sole Proprietor ❑ Corporation ❑ Partnership ❑ Limited Liability Company Enter the lax classification (D=disregarded entity, C=corporation, P=partnership) ❑ Other (See Instructions.) ❑ Exempt payee Certification —Under penalties of perjury, I, as authorized agent of the Depositor certify that: 1) is the correct taxpayer identification number for the Depositor (or the Depositor is wafting for a number to be issued), and 2) The Depositor is not subject to backup withholding because: (a) the Depositor is exempt from backup withholding, or (b) the Depositor has not been notified by the Internal Revenue Service (IRS) that it Is subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified the Depositor that it Is no longer subject to backup withholding, and 3) The depositor is a U.S. citizen or other U.S. person (defined in the Instructions). Certification Instructions. You must cross out item 2 above if the depositor has been notified by the IRS that the depositor is currently subject to backup withholding because the depositor has failed to report all Interest and dividends on the depositors tax return. Signature of - /m = `' - Date 11/17/08 U.S. Person `"£i `,<�(' �7•(,q 830.30a (i/OS) Page 7 of 7 SUN TRUST Account Title CITY OF LONGWOOD POOLEDFUNDS Type of Organ Authorized Sit SignaNre 1 Signature 2 Signature 3 Signature 4 Signature 5 Signature 6 Date Opened Center Officer Number ID Business Account Signature Card Region Account Number Name/r�tle Brian D. Sackeg/Mayor Name/file John C. Maingott Deputy Mayor Namernge Sarah M. Mirus/City Clerk Namemus Facsimile, Brian D. Sackett/ Mawr Name/rNe Famurile, John C. Maingot/ Deputy Mayor Name/title Facsmile, Sarah M. Mius/Glty Clerk Work Phone �ejy(/ ❑Replacement jkange SSunTrust Bank ("Bank) It is agreed that all transactions between the Bank and the entity listed in the above Account Title ("Depositor') shall be governed by the rules and j �gulatlons for this account and the above signed as the authorized agents) of the Depositor hereby acknowledges) receipt of such rules and .egulations and the funds availability policy. The Depositor also acknowledges the funds availability policy has been explained. Check Appropriate Box: ❑ Individual /Sole Proprietor ❑ Corporation ❑ Partnership ❑ Limited Liabillty Company Enter the tax classification (D=disregarded entity, C=corporation, P=partnership) ❑ Other (See Instructions.) ❑ Exempt payee Certification —Under penalties of perjury, I, as authorized agent of the Depositor certify that: 1) Is the correct taxpayer identification number for the Depositor (or the Depositor is waNing for a number to be issued), and 2) The Depositor is not subject to backup withholding because: (a) the Depositor is exempt from backup withholding, or (b) the Depositor has not been notified by the Internal Revenue Service (IRS) that it is subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified the Depositor that it Is no longer subject to backup withholding, and 3) The depositor is a U.S. citizen or other U.S. person (defined in the instructions). Certification Instructions. You must cross out Rem 2 above if the depositor has been notified by the IRS that the depositor Is currently subject to backup withholding because the depositor has failed to report all Interest and dividends on the depositors tax return. Signature of _ („ ¢--��--- U.S.'Y'.Person ` "+.��t-el(r Date 11/17/08 630306 (110a) Page 1 of i