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FURTHER RESOLVED, that any one or more of the persons holding the offices of this Corporation designated above is/are
<br />hereby authorized to execute, on behalf of this Corporation, account contracts with the Bank in the usual form thereof
<br />provided by the Bank for each account of this Corporation and other account agreements necessary or desirable to permit
<br />— aggregation of various accounts for purposes of determining total account balances or to facilitate cash management plans
<br />for this Corporation.
<br />FURTHER RESOLVED, that the Bank be and is hereby authorized to comply with any process, summons, order, injunction,
<br />execution, distraint, levy, lien, or notice of any kind (hereafter called "Process") received by or served upon the Bank, by
<br />which, in the Bank's opinion, another person or entity claims an interest in any of these accounts, and the Bank may, at its
<br />option and without liability, thereupon refuse to honor orders to pay or withdraw sums from these accounts and may hold
<br />the balance therein until Process is disposed of to the Bank's satisfaction.
<br />FURTHER RESOLVED, that any one or more of the persons holding the offices of this Corporation designated above is/are
<br />hereby authorized (1) to receive for an on behalf of this Corporation, securities, currency or any other property of whatever
<br />nature held by, sent to, consigned to or delivered to the Bank for the account of or for delivery to this Corporation, and to
<br />give receipts therefor, and the Bank is hereby authorized to make delivery of such property in accordance herewith and (2)
<br />to sell, transfer, endorse for sale or otherwise authorize the sale or transfer of securities or any other property of whatever
<br />nature held by, sent to, cosigned to or delivered to the Bank for the account of or delivery to this Corporation, and to
<br />receive and/or apply the proceeds of any such sale to the credit of this Corporation in any such manner as he/they deem(s)
<br />proper, and the Bank is hereby authorized to make sale or transfer of any of the aforementioned property in accordance
<br />herewith.
<br />FURTHER RESOLVED, that the chief executive officer, president, secretary or any assistant secretary of this Corporation
<br />be and hereby is authorized and directed to certify to the Bank the foregoing resolutions, that the provisions thereof are in
<br />conformity with the Articles of Incorporation, bylaws (if any) and shareholder control agreement (if any) of this Corporation
<br />and to provide the names and specimen or facsimile signatures on incumbency certificates and/or signature cards if
<br />requested of the person(s) authorized therein, and that the foregoing resolutions, incumbency certificates and signature
<br />cards and the authority thereby conferred shall remain in full force and effect until this Corporation notifies the Bank to the
<br />contrary in writing, and the Bank may conclusively presume that such resolutions, incumbency certificates and signature
<br />cards are in effect and that the persons identified therein from time to time as officers of the Corporation have been duly
<br />;lected or appointed to and continue to hold such offices.
<br />FURTHER RESOLVED, that this Corporation assumes full responsibility and holds harmless the Bank for any and all
<br />payments made or any other actions taken by the Bank in reliance upon the signatures, including facsimiles thereof, of any
<br />person or persons holding the offices of this Corporation designated above regardless of whether or not the use of a
<br />facsimile signature was unlawful or unauthorized and regardless of by whom or by what means the purported signature or
<br />facsimile signature may have been affixed to any instrument if such signatures resemble the specimen or facsimile
<br />signatures as provided to the Bank or for refusing to honor any signatures not provided to the Bank or for honoring any
<br />requests for the transfer of funds or money between accounts, and that this Corporation agrees to indemnify and hold
<br />harmless the Bank against any and all claims, demands, losses, costs, damages or expenses suffered or incurred by the
<br />Bank resulting from or arising out of any such payment or other action.
<br />I hereby certify that I am the duly elected, qualified and acting �t�C� (2(,Lhk_ and the custodian of the
<br />records and seal (if any) of the above-named Corporation; that the foregoing is a true and correct copy of resolutions duly
<br />adopted in accordance with law and the Articles of Incorporation, bylaws (if any) and shareholder control agreement (if any)
<br />of said Corporation by consent of the required number of directors or shareholders, or at a meeting of a quorum of the
<br />board of directors or shareholders on 7 q Ki -pg, r. , Dczz, , and that said resolutions, not being in
<br />conflict with those Articles of Incorporation, bylaws and shareholder control agreement, are now in full force and effect.
<br />AFFIX SEAL HERE
<br />-L
<br />or
<br />the corporation
<br />has no seal
<br />Rev. 04/94 corpdep
<br />Executed this -'1
<br />day of
<br />Title:
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