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R-86-539 Q REctvED ~RE¡sch.ðT~ NO. e', City of Clermont 1972 Refunding Bond Sinking Fund CORPORATE DEPOSIT ACCOUNT RESOLUTION 1980 Revenue Bond Sinking Fund 1976 Revenue Bond Sinking Fund 539 SUN BANK, NATIONAL ASSOCIATION (Bank Name) I. the undersigned, hereby certify to said Bank that I am the duly elected Secretary of City of Clermont located at P.O. Box 219 Clermont City; Florida Florida State, a corporation duly organtzed and existing under the taws of the State of ; that the following IS a true and correct copy of resolutions adopted by the board of directors of saId corporation at a meeting duly held on the 14th day of October .19 86 ; that said meeting was called and held pursuant to law at which a quorum was present; and that said resolutIons are In full force and effect and have not been reSCinded or modlfred. RESOLVED That said Bank is hereby designated as a deposItory of thIs corporatIon, and that checkIng and/or savings accounts be opened and maintained In the name of Ihls corporation with the said Bank; that C it y of C 1 erI!lon t of the following officers of this corporation: President. Vice-President. Secretary. Asslstanl Secrelary, Treasurer. ASSistant Treasurer, Istare authorized on behalf of this corporation and in its name to sign checks, drafts, notes. bills of exchange. acceptances or other orders for the payment of money from saId accounts; to endorse checks, notes. bills, certificates of deposit. or other Instruments owned or held by this corporalion for deposit In said accounts or for collection or discount by said Bank; to accept drafts. acceptances and other instruments payable at said Bank; to waive demand. protest and notice of protest or dishonor of any Check, note. bill. draft or other Instrument made. drawn or endorsed by this corporation; and FURTHER RESOLVED, that said Bank be and it hereby is authorized to honor. receive. certily. or pay all Instruments signed In accordance with the foregoing resolution even though drawn or endorsed to the order of any officer sIgning the same or tendered for cashing. or in payment of the Individual obligation of such officer, or for deposit to his personal account, and said Bank shall not be reqUired. or be under any obligation to Inquire as to the circumstances of the Issuance. or use of any Instrument signed In accordance with the foregoing resolution. or the application. or dispoSition of such instrument. or the proceeds thereof; and FURTHER RESOLVED. that the Secretary (or any other officer of this corporation) shall certily to said Bank the names of the presently duly elected and qualified officers of this corporation and shalllrom time to time hereafter as changes In the personnel of said offIcers are made. Immediately certily such changes to the Bank. and said Bank shall be fully protected In relYing on such certifications and shall be Indemntfred and saved harmless from any claims. demands, expenses. loss. or damage resulting from. or growing out of. honoring the signature of anv officer so certified. or refusing to honor any signature not SO cerlifred; and FURTHER RESOLVED. that the foregoing resolutions shall remain In full force and effect until express written notice of the" prospective amendment or reSCISSion shall have been furntshed to and received by said Bank. and that receipt of such notice shall not affect any acllon taken by the Bank prior thereto; and FURTHER RESOLVED, that the Secretary be. and he hereby IS authorized and directed to certify to said Bank the foregoing resolutions and that the provIsions thereof are in conformity with the Charter and By-laws of this corporation and that saId Resolutions are in full force and effect and have not been rescinded or modified. I further certlly that there IS no prOvISion In the Charter or By-laws of said corporation limiting the power of the Board of Directors to pass the foregoing resolutions: thai the same are in conformity with the provISions of said Charter and By-laws. and that I am the custodian ot the minutes of said Board of Directors. I further certify that the following are the r,3mes and official Signatures of the duly elected. qualified and acting officers of said corporation and that the corporate seal Impressed hereon IS the true corporate seal of said corporalion· NAME Ma~ ~ Robert May_or Pro Tem JODE!!flœ6I1i1!IŒ Council Member ~~~ Council Member ~iüi}ýX Council Member ~~ A. Pool Harold Turvi1le Richard L. Huff Ann Dupee Lester Cole Treasurer Assistant Treasurer IN WITNESS WHEREOF. I have hereunto subscribed my name as Secretary and affixed the seal of saId corporation. pursuant to due and lawful corporate authority this 15th day of October ck/1 FL/~ ~~~. Van Zile pl ~ Secretary the (Corporate Seal) 4-3301-000-6 REV. 2'85 ,. ,. .~ ~ f t i i ~ t' 1 ':t ·t· * ·r ~ ~. .~ .1 f ï . ~: ~. J 3 ·r.· t i 1 'i ~ ì a } l , . 1. I. 4 i 3. Customer must report' to· Bank's Funds Transfer Department any discrepancies between any Bank confirmationi. .or statement and Customer records within sixty (60) calendar days of the transaction .date. The failure of ': Customer to notify 'Bank of any discrepancies within that time will relieve Bank of any liability for any funds 11 transfer reflected ,i~.~.~,>e",~nf~r~ation or'sta~~~e~~.: >.' \.:. . :.. '. .. . . '., . ....'.. '., .. . ...... .1 ';.--4.' 'liability foranŸ"ii1terest Jor'loss óf fui1ds or :Ioss of funds usage will be fora period of up to sixty' (60) days from t . the date .of the transaction and will be calculated as the lesser of (a) the actual sum of interest lost,-or (b) interest . .. :,:'. .... .at a rate :not exceedin!! :!he average:Federal .t=unds :,nterestrate for the period and amount in question, less. , .' ·':·''feserves,·computedon a daily .basis; ·such reimbursement may be made either directly to Customerorby adjust- . . . ,... . " " : 'ment of the iiggrega~e 'Iedger ,and .collected balances of Customer's,account. -.:' ". ~.~. "~".... ,-" ," .....).,~:;.....'..,.:._.::.,...~._:,.:~.,.~~:.::::. :.-'~·;·:.,u:···"·'.::'':.·.·:<'' ''-::':~'';'::''''<_'':-·.:',.<t~~. ":" .-; :.....'.....::"..:~ .' .-. ':", '. :'. :. _ .:. . .":5: Bank -shall have 'no' :respòrisiÌ)HitYcOr ·"iabili!'.' '.for any' jnacCuracy, interrupticin,ordelay in transmission, or, for. '. .' , . ..' ",.' 'c~~ims 'occ~si~~ed ~y: a.~~ ~irc~~stan~ ,.:~y.onél,B.ank's r.easo~~"':>~7,~~~~~I.: ~ :,;;..~':~~;:~~:,.>~¥"~';-':; . . . .. ..'., : ,6.., .Customerass'umes'ifullrespórisibilitŸ for ,all tran·sfers made by Bank il1 good faith in accordance with these proce- ,.", ,,;~:~~;L.;~;(.: ~~~~·:1.~!~~~:d~~~!!~~:~~~~t;~~d~~;~1 ~ò;~~~~~hi.~:~:~~~th:~~ ~~~c~:~1~~t:~i.d~~~ to.~~~ ingoo~:~~i~h .~f it ha,s ., ., ~~~~~~~;~~~~~~,~t .'. ,;; ::;/.cash ;Management .,.Proposal..dated ·A\lgust,.~2,J..986 .".~'. . !. ; ..: ,.., _ ;,.;".... ..",. .... ';' . 'jti ..' ~'-<' -»:8., ',·..customer mUst 'keep "confidentiàl illlf'epetitivetransfei- Ì1umbërs,':eode:h,ùmbers,-arid ail personal'identification .' . ','"j ~,:hf; ·:~:,:;A.):,·'! ·::'.i9::~~ånk~hàllbe:Ùn( er::no·óbligatio¡':10còmþly~wl~hanY,1:ran'sfÚ ;requl¡st òunake an'y transfer. which would exceea .' ,"';'. .<:':, .~ /:,;~~¥:,;:.;,~:,,¡; ;::~he :sviillablc èollC'ctcd bûlance of'fund5 O"n deposit in the Customer's 'accou',h al Bûnk, as detcrmim'd by' B¡mk: .... -:."__~ ¡Í'~~:l<k--"~!ß'~'Q';~~~"""_.~~I1'.~~~""~_-"'-"'--.'~~-__'- ~ . '''ATTACHMENT' A" ,e FUNDS TRANSFER AGREEMENT 'The following terms and conditions will apply to the transfer of funds from the account(s) of the Customer at Sun Bank, N.A. - Clermont , ("Bank"), Bank is hereby authorized and directed to: 1. Honor, execute and charge to the account(s) of Customer any and all telephonic, or terminal communication device requests or orders for the transfer of funds, (i) from Customer or, (ii) from an Authorized Representa- tive of Customer as previously provided to Bank in writing, When authorizations and instructions are made in accordance with Bank's procedures set forth belew, 'Bank may transfer funds from the account(s) of Customer authorized in Exhibit A, or another document of similar purport, based upon one or more of the following which an authorized representative of Customer has executed and returned to Bank: A. Telephonic instructions as authorized in Exhibit B, or another document of similar purport accepted by Bank, to any account(s) of Customer or to the account(s) of a third party regardless of whether these accounts are with Bank or with another bank or institution." . B. Bank's or Customer's determination that a transfer is or has become repetitive, and bank's assignment of a repetitive transfer number to it. Bank will Ii.erify the financial institution, account number,and message for such repetitive transfer when assigning it a number, but will not re-verify when individual transfers are requested thereafter. C. 'Predetermined criteria contained in 'Exhibit C, or another document of similar purport accepted by Bank. D. Reque:;ts initiated by Customer through a terminal communication device after the execution of Exhibit 0, or another document of similar purport accepted by Bank. 2. Use its best efforts 10 provide Customer with prompt written confirmation of completed transfer. In considerationtherefore, Customer understands and agrees that: ..,t:-!--". 1. Bank shall be liable only for' matters arising out of its own gross negligence or willful misconduct and that Bank shall have no liability for any punitive, special, consequential, or incidental damages in connection with transfers . governed by this agreement so long as Bank has acted in good faith. Bank will electronically record all telephonic instructions received by its Funds Transfer Department and retain the recordings until the period for Customer notification of discrepancies has expired. 2. ',: ~'. '.. . ,'. . .- . . . :_=..~~.-:-~-:.;:":;::.:':";-;:::.,.,:...-;. '~,-~~~~--:-~.;... ~·~.~~.~,..a.~.~~.....'~"':'~;'~'~;:':";',~.':...",:"". ~":';'~. ~.;'~f~'.~" ;'.' '.. ........ ~....~ ..".. ....~.:";:,..':"': ,. . ::¡~~';~:'~~~f:'=- j;:",;~'~~~ 'c;. ..~.I..>~.. .':..~~ . ~....~ ~: ~.._~. ' . '1' t .". ~ f ~ - - l .~ ~ ~ ~ ... ~ ?'1 ~ ~ g 4 [0;' .~ '.!õ;. ',z .1 ti¡ ~\ ~ !,r .~ .'~ '~ ~ .f¡ ~ H ~ ~ .~ ~ I . . ' .. ~t.~ ~-'" _. ::-.:;:: .-....-_.. .. ,.- .... . ,-- .- "~¥... ...... -. . ':..'.~';-"¡-"....'.,. -.' .;-->.... -......... ''!Ii ... .. --, - ." ,,/ ': ~ .. ,: '. ,:~>:~~f~'~~-.'~.:''''''''.~::·:.:.-.'.::,''.~..:,~.~..~..~_..~.]_ :.~.'.~.::..~.~~;~,:~:!~'.}··:{.t~.·· ':;'~}~::. ~:_'..' ". -, J- . - .;~. ~.,:' .. I -'-:'v~~~:>;....:·'..·:..i'-"i""r.,.~_ _~~~__'" _.:~ .......,~:~ .:...~-.{~.~~.~:.:.~;;,::0:,/.:.. ~.;'-::...:~!.;~.:: ._........:":"~. .>. -~' .. .~~: :~ '{>: ,.·,S"·.-·..: ?:.... ":~ ~""'. .. ,.' <-',;~ - . "".' . .- -::::. "'.. ' " . . . JEÌ ,I. " . , . - . ;, h"_ .. -. .. .- '. '~l ~,.... ~~~'.~': ~-". (. " '... . . .,t· " .' . .'. , ,_ .,0..,.. a.. ,- '._ , :¡. If''¡';:' " .-,.: ",>-".w·.t'~:r.¡,,~, "J!::'if..,", ,~~ë:~<;",,'J,:'~'-:"K; ""~"""\.. ~;¡"~.Þ"'''(A'--;':''-'~~.'f-.'·i\,(;,-...·,:1:;,,,,,,,, 't....tÎ'·~'~~~ ¡ ; -_.- .- .0 .0 .~ . 10. !BanI< may change, add or delete any procedures estalished pursuant to these Terms and Conditions, from time to time, upon notice to Customer, and agrees that any Customer·initiated changes to any E (hibits shall not be -effective until they are received and accepted by Bank's Funds Transfer Department. ¡j ~. All notices from Customer "to Bank under this agreement shall be in writing and shall be considered to have been given when received by the Bank's Funds Transfer Department. Bank shall be protected in acting upon any form .of notice which it in good faith believes to be genuine and what it purports to be. These Terms and Conditions shall -be governed and construed in accordance with the 1aws of the State of florida. The accounts with Bank affected by these Terms and Conditions shall continue to be governed by the other documents issued by Bank for such accounts as they may be amended from time to time, except to the e (tent those documents may be inconsistent with this agreement. . I ). . . ." b' '. . '... . .'-'~ 1!-- ~X~CÚDf[) {8~:.f~:: :;. ~~~~'i' .. .. . .. ". 6f -Clermont . . -City ". _··Customer Name:: ,,: . . . ..~ -:-..... .- !.. ...... ~.:.¡.. .:-.- ......- ", -. "~. , .. '-;,',-'. .., .. . .. ~ , ~. -: . . .. . ,. Authorized Signaturé: . . '. i-" .' . . .. .- City :Manager ~-.... , .Title·;-:.?·: (- :. .- ., . :,:'.:: . . . " ,.~ - ,:þ- -,' .." .," . - i· . ". " .. '..._"... -.... .-' -- '. . .' ~ c ."'~;.-': ;..·~···..-··"Oct-ober :15.Q -. . '. t -": . . ..' 1986 . . , _f' ... ';'Date::: - ,. ... ...."'- '. . , '. ..... _" -0 . - ,. . " " ", . .. . .' '-. \ - . I ~..I1 ·:·--.~J,-t.·. ~,,~;',:.~7~'· " 2.1.;".: ~:::~/.~:~~:... :~~' ._þ.þ . ·M.·~·;·. .-......... -.;'-: .~.;. .. ..,,- ...;- . '. .