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R-983 - 07/10/2007 - FINANCE - ResolutionsRESOLUTION- 2007- FI -SA -R -983 CORPORATE AUTHORIZATION RESOLUTION MB FINANCIAL BANK N A. By VILLAGE OF OAK BROOK 6111 NORTH RIVER ROAD 1200 OAK BROOK ROAD ROSEMONT, IL 60018 OAK BROOK, IL 60523 REPLACEMENT 04 -2007 301320700, 301321700, 301322700, 301323700 Referred to in this document as "Financial Institution" Referred to in this document as "Corporation" Charlotte K. Pruss �g�ilerk 1, , certify that I am of the above named corporation organized under the laws of ILLINOIS Federal Employer I.D Number 36- 6009534 , engaged in business under the trade name of VILLAGE OF OAK BROOK , and that the resolutions on this document ar 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and properly called and held on b� 7 (date) These resolutions appear in the minutes of this meeting and have not been rescinded or modified AGENTS Any Agent listed below, subject to any written limitations, is authorized to exercise the powers granted as Indicated below Name and Title or Position Signature A Darrell J. Langlois, Finance Directo B Sharon Dangles, Asst. Finance Direct e John W. Craig, Village President D E F X X X X 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 (1) Exercise all of the powers listed in this resolution A, B , C (2) Open any deposit or share account(s) in the name of the Corporation A, B , C (3) Endorse checks and orders for the payment of money or otherwise withdraw or transfer funds on deposit with this Financial Institution (4) Borrow money on behalf and In the name of the Corporation, sign, execute and deliver promissory notes or other evidences of indebtedness. (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 (6) Enter into a written lease for the purpose of renting, maintaining, accessing and terminating a Safe Deposit Box in this Financial Institution (7) Other LIMITATIONS ON POWERS The following are the Corporation's express limitations on the powers granted under this resolution One signature required for checks under $10,000 Two signatures required for checks over $10,000 Indicate number of signatures required EFFECT ON PREVIOUS RESOLUTIONS This resolution supersedes resolution dated 5- 24 -2nn7 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 lull 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 the CprporalJ an on P / � 0 , 'L-CAD / n (date) Attest by ne 0th fficer S&&W vfiiage Clerk ,. (page 1 of 21 © 1985 1997 Bankers Systems, Inc , St Cloud MN Form CA -1 6!1/2003 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 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 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) FOR FINANCIAL INSTITUTION USE ONLY Acknowledged and received on (date) by (initials) ❑ This resolution is superseded by resolution dated Comments JExJ59 0 © 1985 1997 Bankers Systems, Inc , St Cloud, MN Form CA -1 5/1/2003 (page 2 of 21