HomeMy WebLinkAboutAgenda Report - April 5, 2017 C-17TM
CITY OF LODI
COUNCIL COMMUNICATION
AGENDA ITEM
17
AGENDA TITLE: Adopt Resolution Authorizing the Deputy City Manager/Internal Services Director
as a Signer on City of Lodi Farmers & Merchants Bank Accounts
MEETING DATE: April 5, 2017
PREPARED BY: Supervising Budget Analyst
RECOMMENDED ACTION: Adopt resolution authorizing the new Deputy City Manager/Internal
Services Manager to act as a signer on City of Lodi bank accounts
with Farmers and Merchants Bank (F&M); and authorize City
Manager, Stephen Schwabauer, Deputy City Manager/Internal Services Director, Andrew Keys and
Supervising Budget Analyst Susan Bjork to execute the attached Exhibit A (Corporate Authorization
Resolution) and Exhibit B (Electronic Transfer Corporate Resolution).
BACKGROUND INFORMATION: Andrew Keys was recently appointed Deputy City Manager/Internal
Services Director for the City of Lodi. The City Manager and
Supervising Budget Analyst are already authorized signers. These
individuals will coordinate internet banking, wire transfers, automated clearing house entries and will
serve as signers on City of Lodi bank accounts with F&M. The attached exhibits provided by F&M state
in part that "the signature of an Agent on this resolution is conclusive evidence of their authority to act on
behalf of the Corporation." F&M requires City Council authorization and the signatures of Mr.
Schwabauer, Mr. Keys and Ms. Bjork on these exhibits in order to conduct City banking business.
FISCAL IMPACT: Not applicable.
FUNDING AVAILABLE: Not applicable.
Attachments
cc: City Attorney
c�sa�
Bjork
ork
Supervising Budget A a st
APPROVED:
Schwabau ity Manager
EXHIBIT A
CORPORATE AUTHORIZATION RESOLUTION
FARMERS & MERCHANTS BANK OF CENTRAL CA By, CITY OF LODI
PO BOX 3000 P 0 BOX 3006
LODI, CA 95241-1902 LODI CA 95241
Referred to in this document as "Financial Institution" Referred to in this document as "Corporation"
1 JENNIFER FERRAIOLO
, certify that I am Secretary (clerk) of the above named corporation organized under the laws of
CALIFORNIA , Federal Employer I.D. Number 94-6000361 , engaged in business under the trade name of
, and that the resolutions on this document are a correct copy of the resolutions
adopted at a meeting of the Board of Directors of the Corporation duly and properly called and held on (date).
These resolutions appear in the minutes of this meeting and have not been rescinded or modified.
AGENTS Any Agent listed below, subject to any written limitations, is authorized to exercise the powers granted as indicated below:
CITY OF LODI
Name and Title or Position
Signature Facsimile Signature
(if used)
A. STEPHEN SCHWABAUER MANAGER X X
B. SUSAN BJORK BUDGET ANALYST X X
C. ANDREW KEYS DEP CITY MGR/INT SVC DIR X X
D. X X
E. X X
F. X X
POWERS GRANTED (Attach one or more Agents to each power by placing the letter corresponding to their name in the area before each power.
Following each power indicate the number of Agent signatures required to exercise the power.)
Indicate A, B, C, Description of Power
D, E, and/or F
NA (1) Exercise all of the powers listed in this resolution.
ABCDEF
(2) Open any deposit or share account(s) in the name of the Corporation.
Indicate number of
signatures required
1
ABCDEF (3) Endorse checks and orders for the payment of money or otherwise withdraw or transfer funds on deposit 1
with this Financial Institution.
NA (4) Borrow money on behalf and in the name of the Corporation, sign, execute and deliver promissory notes
or other evidences of indebtedness.
NA
(5) Endorse, assign, transfer, mortgage or pledge bills receivable, warehouse receipts, bills of lading, stocks,
bonds, real estate or other property now owned or hereafter owned or acquired by the Corporation as
security for sums borrowed, and to discount the same, unconditionally guarantee payment of all bills
received, negotiated or discounted and to waive demand, presentment, protest, notice of protest and
notice of non-payment.
ABCDEF (6) Enter into a written lease for the purpose of renting, maintaining, accessing and terminating a Safe 1
Deposit Box in this Financial Institution.
NA (7) Other
LIMITATIONS ON POWERS The following are the Corporation's express limitations on the powers granted under this resolution.
EFFECT ON PREVIOUS RESOLUTIONS This resolution supersedes resolution dated NA . If not completed, all resolutions remain in effect.
CERTIFICATION OF AUTHORITY
• I further certify that the Board of Directors of the Corporation has, and at the time of adoption of this resolution had, full power and lawful authority to
adopt the resolutions on page 2 and to confer the powers granted above to the persons named who have full power and lawful authority to exercise
the same. (Apply seal below where appropriate.)
❑ If checked, the Corporation is a non-profit corporation. In Witness Whereof, I have subscribed my name to this document and affixed the seal
of the Corporation on (date).
Attest by One Other Officer Secretary
Ehr�'- ..j: 0 1985, 1997 Bankers Systems, Inc., St. Cloud, MN Form CA -1 5/1/2003
(page 1 of 2)
RESOLUTIONS
The Corporation named on this resolution resolves that,
(1) The Financial Institution is designated as a depository for the funds of the Corporation and to provide other financial accommodations indicated in
this resolution.
(2) This resolution shall continue to have effect until express written notice of its rescission or modification has been received and recorded by the
Financial Institution. Any and all prior resolutions adopted by the Board of Directors of the Corporation and certified to the Financial Institution as
governing the operation of this corporation's account(s), are in _full force and effect, until the Financial Institution receives and acknowledges an
express written notice of its revocation, modification or replacement. Any revocation, modification or replacement of a resolution must be
accompanied by documentation, satisfactory to the Financial Institution, establishing the authority for the changes,
(3) The signature of an Agent on this resolution is conclusive evidence of their authority to act on behalf of the Corporation. Any Agent, so long as
they act in a representative capacity as an Agent of the Corporation, is authorized to make any and all other contracts, agreements, stipulations and
orders which they may deem advisable for the effective exercise of the powers indicated on page one, from time to time with the Financial
Institution, subject to any restrictions on this resolution or otherwise agreed to in writing.
(4) All transactions, if any, with respect to any deposits, withdrawals, rediscounts and borrowings by or on behalf of the Corporation with the Financial
Institution prior to the adoption of this resolution are hereby ratified, approved and confirmed.
(5) The Corporation agrees to the terms and conditions of any account agreement, properly opened by any Agent of the Corporation. The Corporation
authorizes the Financial institution, at any time, to charge the Corporation for all checks, drafts, or other orders, for the payment of money, that are
drawn on the Financia( institution, so long as they contain the required number of signatures for this purpose.
(6) The Corporation acknowledges and agrees that the Financial Institution may furnish at its discretion automated access devices to Agents of the
Corporation to facilitate those powers authorized by this resolution or other resolutions in effect at the time of issuance. The term "automated
access device" includes, but is not limited to, credit cards, automated teller machines (ATM), and debit cards.
(7) The Corporation acknowledges and agrees that the Financial Institution may rely on alternative signature and verification codes issued to or
obtained from the Agent named on this resolution. The term "alternative signature and verification codes" includes, but is not limited to, facsimile
signatures on file with the Financial Institution, personal identification numbers (PIN), and digital signatures. If a facsimile signature specimen has
been provided on this resolution, (or that are filed separately by the Corporation with the Financial institution from time to time) the Financial
Institution is authorized to treat the facsimile signature as the signature of the Agent(s) regardless of by whom or by what means the facsimile
signature may have been affixed so long as it resembles the facsimile signature specimen on file. The Corporation authorizes each Agent to have
custody of the Corporation's private key used to create a digital signature and to request issuance of a certificate listing the corresponding public
key. The Financial Institution shall have no responsibility or liability for unauthorized use of alternative signature and verification codes unless
otherwise agreed in writing.
Pennsylvania. The designation of an Agent does not create a power of attorney; therefore, Agents are not subject to the provisions of 20 Pa,C.S.A.
Section 5601 et seq. (Chapter 56; Decedents, Estates and Fiduciaries Code) unless the agency was created by a separate power of attorney. Any
provision that assigns Financial Institution rights to act on behalf of any person or entity is not subject to the provisions of 20 Pa.C.S.A. Section 5601
et seq. (Chapter 56; Decedents, Estates and Fiduciaries Code).
Acknowledged and received on
Comments:
FOR FINANCIAL INSTITUTION USE ONLY
(date) by (initials) ❑ This resolution is superseded by resolution dated
p 1985, 1997 Bankers Systems, Inc., St. Cloud, MN Form CA -1 5!112003
(page 2 of 2)
F&M BANK
ELECTRONIC TRANSFER CORPORATE RESOLUTION
I, JENNIFER FERRAIOLO CITY CLERK
EXHIBIT B
(Name) (Title)
of CITY OF LODI a corporation organized under the laws of the
(Name of Corporation)
State of CAL I FORN I A , hereby certify that the following is a full and true copy of a
resolution adopted at a meeting of the Board of Directors of said Company, duly held on the 5TH
day of APRIL, 2017
(Month/Year)
(Day)
Electronic Transfer Resolution
STEPHEN SCHWABAUER
ANDREW KEYS
"RESOLVED, that SUSAN BJORK are is hereby authorized to mala,
(Name)
execute and approve on behalf of this Company, any and all electronic transfer contracts and to
execute and approve on behalf of this Company, other instruments, a part of or incident to such
contracts; effective until otherwise ordered by the Board of Directors."
AND I DO FURTHER CERTIFY that the above resolution has not been in any way altered, amended
or repealed, and is now in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand.
CITY OF LODI
(Name of Corporation)
this 5TH day of APRIL , 2017
(Day) (Month/Year)
CITY OF LODI
(Signature) (Title)
Farmers & Merchants Bank of Central California — Confidential Updated 02/2017
RESOLUTION NO. 2017-54
A RESOLUTION OF THE LODI CITY COUNCIL
AUTHORIZING THE DEPUTY CITY MANAGER/INTERNAL
SERVICES DIRECTOR AS A SIGNER ON CITY OF LODI
FARMERS & MERCHANTS BANK ACCOUNTS
NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby
authorize the Deputy City Manager/Internal Services Director, Andrew Keys, to act as a signer
on City of Lodi bank accounts with Farmers and Merchants Bank; and
BE IT FURTHER RESOLVED that the City Council further authorizes the City Manager,
Stephen Schwabauer; the Deputy City Manager/Internal Services Director, Andrew Keys; and
the Supervising Budget Analyst, Susan Bjork. to execute Exhibit A (Corporate Authorization
Resolution) and Exhibit B (Electronic Transfer Corporate Resolution) attached hereto on behalf
of the City of Lodi.
Dated: April 5, 2017
I hereby certify that Resolution No. 2017-54 was passed and adopted by the City
Council of the City of Lodi in a regular meeting held April 5, 2017, by the following vote:
AYES: COUNCIL MEMBERS — Chandler, Johnson, Mounce, and Mayor Kuehne
NOES: COUNCIL MEMBERS — None
ABSENT: COUNCIL MEMBERS — Nakanishi
ABSTAIN: COUNCIL MEMBERS — None
tyClerkNIFER(j . FERRAIOLO
ity Clerk
2017-54
CORPORATE AUTHORIZATION RESOLUTION
FARMERS & MERCHANTS BANK OF CENTRAL CA
PO BOX 3000
LODI, CA 95241-1902
By:
CITY OF LODI
P 0 BOX 3006
LODI CA 95241
EXFBIT
Referred to in this document as "Financial Institution" Referred to in this document as "Corporation"
I, JENNIFER FERRA:COLO
CALIFORNIA
CITY OF LODI
, certify that I am Secretary (clerk) of the above nomad corporation organized under the laws of
Federal Employer ID. Number 94-6000361 engaged in business under the trade name of
, and that tho resolutions on this document are a correct copy of the resolutions
adopted et a meeting of the Board of Directors of the Corporation duly and properly called and held on
These resolutions appear in the minutes of this meeting and have not been rescinded or modified.
AGENTS Any Agent listed below, subject to any written limitations, Is authorized to exercise the powers granted as indicated below:
Name and 'Title or Position
A. STEPHEN SCHWABAUER MANAGER
B, SUSAN AJORK BUDGET ANALYST
D.
E.
ANDREW KEYS
DLP CITY MOR/INT SVC DTR
Signature Facsimile Signature
(if used)
•
(date).
x x
POWERS GRANTED (Attach one or more Agents to each power by placing the lotter corresponding to their name in the area before each power.
Following each power indicate the number of Agent signatures required to exercise the power.)
Indicate A, B, C, Description of Power
0, E, end/ar F
NA
(1) Exercise all of the powers listed in this resolution.
(2) Open any deposit or share account(s) in the name of the Corporation.
Indicate number of
signatures required
1
ABC -- (3) Endorse checks and orders for the payment of money ur otherwise withdraw or transfer funds on deposit
with this Financial institution.
NA (4) Borrow money on behalf and in the name of the Corporation, sign, execute and deliver promissory notes
ar other evidences of indebtedness,
NA (5) Endorse, assign, transfer, mortgage ar pledge bills receivable, warehouse receipts, bills of lading, stocks,
bonds, real estate or other property now owned or hereafter owned or acquired by the Corporation as
security for sums borrowed, and to discount the same, unconditionally guarantee payment of all bills
received, negotiated or discounted and to waive demand, presentment, protest, notice of protest and
notice of non-payment,
(5) Enter into a written lease for the purpose of renting, maintaining, accessing and terminating a Safe
Deposit Box in this Financial Institution,
ABC
NA (71
Other
LIMITATIONS ON POWERS The following are the Corporation's express limitations on the powers granted under this resolution.
EFFECT ON PREVIOUS RESOLUTIONS This resolution supersedes resolution dated -r_ -_y,
CERTIFICATION OF AUTHORITY
• I further certify that the Board of Directors of the Corporation has, and at the time of adoption of this
adopt the resolutions on page 2 and to confer the powers granted above to the persons nettled who
the same, (Apply sial below where appropriate.)
Li If checked, the Corporation is a non-profit corporation, In Witness Whereof, I have subscribed
**
1
. If not completed, all resolutions remain in effect,
resolution had, full power end lawful authority to
have full power and lawful authority to exercise
my name to this document and affixed the seal
of the Corporation on (date).
Attest by One Other Officer
!050. 1397 ere+kers ;y"!ems, Inc., Si. Ctuud, MN Form CA.' 5/1/2003
**
6/18/2008 (Resolution No. 2008-106), 01/07/2009 (Resolution No. 2009-03, and
05/19/2010 (Resolution No. 2010-66).
Approved as to form
Secretary
tpegr. 1 of 21
City Attorney
RESOLUTIONS
The Corporation named on this resolution resolves that,
(1) The Financial Institution is designated as a depository for the funds of the Corporation and to provide other financial accommodations indicated in
this resolution.
(2) This resolution shall continue to have effect until express written notice of its rescission or modification has been received and recorded by the
Financial Institution. Any and all prior resolutions adopted by the Board of Directors of the Corporation and certified to the Financial Institution es
governing the operation of this corporation's account(s), are in,full force and effect, until the Financial Institution receives and acknowledges an
express written notice of its revocation, modification or replacement, Any revocation, modification or replacement of a resolution must be
accompanied by documentation, satisfactory to the Financial Institution, establishing the authority for the changes,
(3) The signature of an Agent on this resolution is conclusive evidence of their authority to act on behalf of the Corporation. Any Agent, so long as
they art in a representative capacity as an Agent of the Corporation, Is authorized to make any and all other contracts, agreements, stipulations and
orders which they may deem advisable for the effective exercise of the powers indicated on page one, from time to time with the Financial
Institution, subject to any restrictions on this resolution or otherwise agreed to in writing.
(4) All transactions, if any, with respect to any deposits, withdrawals, rediscounts and borrowings by or on behalf of the Corporation with the Financial
Institution prior to the adoption of this resolution are hereby ratified, approved and confirmed.
(5) The Corporation agrees to the terms and conditions of any account agreement, properly opened by any Agent of the Corporation. The Corporation
authorizes the Financial Institution, at any time, to charge the Corporation for all checks, drafts, or other orders, for the payment of money, that are
drawn on the Financial Institution, so long as they contain the required number of signatures for this purpose,
(6) The Corporation acknowledges and agrees that the Financial Institution may furnish at its discretion automated access devices to Agents of the
Corporation to facilitate those powers authorized by this resolution or other resolutions in effect at the time of issuance. The term "automated
access device" includes, but is not lirnited to, credit cards, automated teller machines (ATM), and debit cards,
(7) The Corporation acknowledges and agrees that the Financial Institution may rely on alternative signature and verification codes issued to or
obtained from the Agent named on this resolution. The term "alternative signature and verification codes" includes, but is not limited to, facsimile
signatures on file with the Financial Institution, personal identification numbers (PIN), and digital signatures. If a facsimile signature specimen has
been provided on this resolution, (or that are filed separately by the Corporation with the Financial institution from time to time) the Financial
Institution is authorized to treat the facsimile signature as the signature of the Agent(s) regardless of by whom or by what means the facsimile
signature may have been affixed so long as it resembles the facsimile signature specimen on file, The Corporation authorizes each Agent to have
custody of the Corporation's private key used to create a digital signature and to request issuance of a certificate listing the corresponding public
key, The Financial Institution shall have no responsibility or liability for unauthorized use of alternative signature and verification codes unless
otherwise agreed in writing.
Pennsylvania. The designation of an Agent does not create a power of attorney; therefore, Agents are not subject to the provisions of 20 Pa.C.S.A.
Section 5601 et seq. (Chapter 56; Decedents, Estates and Fiduciaries Code) unless the agency was created by a separate power of attorney. Any
provision that assigns Financial Institution rights to act on behalf of any person or entity is not subject to the provisions of 20 Pa,C.S.A, Section 5601
et seq. (Chapter 56; Decedents, Estates and Fiduciaries Code),
Acknowledged and received on
Comments:
FOR FINANCIAL INSTITUTION USE ONLY
(date) by (initials) LD This resolution is superseded by resolution dated
Lir . OD 1985, 1997 Bankers Systems, Inc., St. Cloud, MN Form CA -1 5/1/2003 (page 2 of 21
Approved as to fake
City Attorney Ar
1EXHIBT B1
F&M BANK
ELECTRONIC TRANSFER CORPORATE RESOLUTION
I. Andrew Keys , Dep City Mgr/Internal Svc Director
(Narnc) ('Piltc)
of City of Lodi , a corporation organized under the laws of the
(Nttnie ol'Corporation)
State of California hereby certify that the following is a full and true copy of a
resolution adopted at a meeting of the Board of Directors of said Company, duly held on the 5th
(I)ay)
day of April, 2017
(Month/Year)
Electronic Transfer Resolution
"RESOLVED, that Andrew Keys is hereby authorized to make,
(Name)
execute and approve on behalf of this Company, any and all electronic transfer contracts and to
execute and approve on behalf of this Company, other instruments, a part of or incident to such
contracts; effective until otherwise ordered by the Board of Directors."
ANI) 1 DO FURTIIER CERTIFY that the above resolution has not been in any way altered, amended
or repealed, and is now in full foree and effect,
N WITNESS WIfERFOF, I have hereunto set my hand.
City of Lodi, _ .,..._.
(Nance ol'Corporation)
this 5 day of April, 2017
(SigTI Irci
(Day) (Mouth/Year)
(Title)
Farmers & 'Merchants Bank ol'Central Cal il'rtrnia — Confidential Iodated 02/2017
Approved as to form
City Attorney
Eisi-r TO
Cc*cIL CowtMutl CATI
CORPORATE AUTHORIZATION RESOLUTION
FARMERS & MERCHANTS BANK OF CENTRAL CA By: CITY OF LODI
PO BOX 3000 P 0 BOX 3006
LODI, CA 95241-1902 LODI CA 95241
s �1
F'�'r• !d
ILi I
Referred to in this document as "Financial Institution:)" Referred to in this document as "Corporation"
1 JENNIFER FERRA:EOLO , certify that I am Secretary (clerk) of the above named corporation organized under the laws of
CALIFORNIA , Federal Employer I,D. Number 94-6000361 engaged in business under the trade name of
CITY 0r LODI and that the resolutions on this document are a correct copy of the resolutions
adopted et a meeting of the Board of Directors of the Corporation duly and properly called and held on (data).
These resolutions appear in the minutes of this meeting and have not been rescinded or modified.
AGENTS Any Agent listed below, subject to any written limitations, is authorized to exorcise the powers granted as indicated below:
Name and Title or Position
Signature Facsimile Signature
(if used!
A. STEPHEN SCHWABAUER MANAGER x X
B, SUSAN BJORK BUDGET ANALYST x x
c, ANDREW KE1'S DEP CITY MOR/INT SVC DIR x X
D. x X
E. X X
x x
POWERS GRANTED (Attach one or more Agents to each power by placing the letter corresponding to their name in the arra before each power.
Folicn,ving each power indicate the number of Agent signatures required to exercise the power.)
Indicate A, 6, 0, Description of Power Indicate number af
D, E, and/or F signatures required
NA - - (1) Exercise all of the powers listed in this resolution.
ABO. (2) Open any deposit or share accountls) in the name of the Corporation. 1
PJ3C (3) Endorse checks and orders for the payment of money or otherwise Withdraw or transfer Funds on deposit
with this Financial Institution.
NA (4) Borrow money on behalf and in the name of the Corporation, sign, execute end deliver promissory notes
or other evidences of indebtedness.
NA (5) Endorse, assign, transfer, mortgage or pledge bilis receivable, warehouse receipts, bins or fading, stocks,
bonds, real estate or other property now owned or hereafter owned or acquired by the Corporation as
security for sums borrowed, and to discount the same, unconditionally guarantee payment of all bilis
received, negotiated or discounted and to waive demand, presentment, protest, notice of protest and
notice of non-payment.
ABC.� (5) Enter into a written lease for the purpose of rending, maintaining, accessing and terminating a Safe
Deposit Box in this Financial Institution,
NA (71 Other ,
LIMFEAflONS ON POWERS The fallowing are the Corporation's express limitations on the powers granted under this resolution,
**
EFFECT ON PREVIOUS RESOLUTIONS This resolution suparsedes resolution doted .. If not completed, all resolutions remain in effect.
CERTIFICATION OF AUTHORITY
• I furrher certify that the Board of Directors of the Corporation hes, end at the time of adoption or this resolution had, full power and lawful authority to
adopt the resolutions on page 2 and to confer the powers granted above to the persons named who have full power and lawful authority to exorcise
the same, (Apply seal below where appropriate.)
Elf checked, the Corporation is a non-profit corporation, In Witness Whereof, I have subscribed my name to this document and affixed the seal
of the Corporation on (date).
Attest by One Other Officer
[ y.:g;,' fj1 ! 006. 1907 EliinkorA Ayc!r-m,,, ler., Si. C:ourl, MN Form CA -1. 0/1/1009
** 6/18/2008 (Resolution No. 2008-106), 01/07/2009 (Resolution No. 2009-03, and
05/19/2010 (Resolution No. 2010-66).
Approvad as to form
sacrotone
fpego 1 of 2)
4
RESOLUTIONS
The Corporation named an this resolution resolves that,
(1) The Financial Institution is designated as a depository for the funds of the Corporation and to provide other financial accommodations indicated in
this resolution.
(21 This resolution shall continue to have effect until express written notice of its rescission or modification has been received and recorded by the
Financial Institution, Any and all prior resolutions adopted by the Board of Directors of the Corporation and certified to the Financial Institution as
governing the operation of this corporation's account(s), are In full force and effect, until the Financial Institution receives and acknowledges an
express written notice of its revocation, modification or replacement. Any revocation, modification or replacement of a resolution must be
accompanied by documentation, satisfactory to the Financial Institution, establishing the authority far the changes,
(3) The signature of en Agent on this resolution is conclusive evidence of their authority to act on behalf of the Corporation. Any Agent, so long as
they act in a representative capacity es an Agent of the Corporation, is authorized to make any and all other contracts, agreements, stipulations and
orders which they may deem advisable for the effective exercise of the powers indicated on page one, from time to time with the Financial
Institution, subject to any restrictions on this resolution or otherwise agreed ro in writing.
(4) All transactions, if any, with respect to any deposits, withdrawals) rediscounts and borrowings by or on behalf of the Corporation with the Financial
Institution prior to the adoption of this resolution are hereby ratified, approved and confirmed.
(5) The Corporation agrees to the terms and conditions of any account agreement, properly opened by any Agent of the Corporation. The Corporation
authorizes the Financial institution, at any time, to charge the Corporation For all checks, drafts, or other orders, for the payment of money, that are
drawn on the Financial Institution, so long as they contain the required number of signatures for this purpose.
(6) The Corporation acknowledges and agrees that the Financial Institution may furnish at its discretion automated access devices to Agents of the
Corporation to facilitate those powers authorized by this resolution or other resolutions In effect at the time of issuance. The term "automated
access device" includes, but is not lirnited to, credit cards, automated teller machines (ATM), and debit cards.
(7) The Corporation acknowledges and agrees that the Financial Institution may rely on alternative signature and verification codes issued to or
obtained from the Agent named on this resolution. The term "alternative signature and verification codes" includes, but is not limited to, facsimile
signatures on file with the Financial Institution, personal identification numbers (PIN), and digital signatures. If a facsimile signature specimen has
been provided on this resolution, (or that are filed separately by the Corporation with the Financial Institution from time to time) the Financial
Institution is authorized to treat tho facsimile signature as the signature of the Agent(s) regardless of by whom or by what means the facsimile
signature may have been affixed so long as it resembles the facsimile signature specimen an file, The Corporation authorizes each Agent to have
custody of the Corporation's private key used to create a digital signature and to request issuance of a certificate listing the corresponding public
key. The Financial Institution shall have no responsibility or liability for unauthorized use of alternative signature and verification codes unless
otherwise agreed in writing.
Pennsylvania. The designation of an Agent does not create a power of attorney; therefore, Agents are not subject to the provisions of 20 Pa.C.S.A.
Section 5601 of seq, (Chapter 56; Decedents, Estates and Fiduciaries Code) unless the agency was created by a separate power of attorney. Any
provision that assigns Financial institution rights to act on behalf of any person or entity is not subject to the provisions of 20 Pa.C.S.A. Section 5601
et seq. (Chapter 56; Decedents, Estates and Fiduciaries Code).
Acknowledged and received on
Comments:
FOR FINANCIAL INSTITUTION USE ONLY
(date) by (initials) Li This resolution is superseded by resolution dated
1985, 1997 Bankers Systems. Inc., 51. Cloud, MN Farm CA -1 5/1/2003 (page 2 of 2,1
Approvird as to form
IEXHIBLTBI
F&M BANK
ELECTRONIC 'TRANSFER CORPORATE RESOLUTION
I, Andrew Keys , Debi City Mgr/Internal Svc Director
(Name) ("ride)
01' City of Lodia corporation organized under the laws of the
(Nome of Crporation)
State of California , hereby certify that the following is a full and true copy of a
resolution adopted at a meeting of the Board of'Directors of said Company, duly held on the 5th_
(Day)
day of April. 2017
(N'To nthf Yc:: r)
Electronic Transfer Resolution
"RESOLVED, that Andrew Keys. is hereby authorized to make,
(Name)
execute and approve on behalf of this Company, any and all electronic transfer contracts and to
execute and approve on behalf of this Company, other instruments, a part of or incident to such
contracts; effective until otherwise ordered by the Board of Directors."
AND 1 1)C) FURTHER CERTIFY that the above resolution has not been in any way 'altered, amended
or repealed, and is now in full free and effect
IN "%TIN ESS WHEREOF, I. have hereunto set my hand.
Cit. or Lodi this 5 day of April, 2017
(Name of Corporation)
(Day) (,NIonth!Ycnr)
(Sign:mire) (Title)
I' craters & Merchants Bank of Central California -- Confidential Updated 02/2017
Approved as to form K
City Attotet