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Resolution No. 2023-029RCITY OF CLERMONT C� RESOLUTION NO.2023-029R A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLERMONT, FLORIDA APPROVING AND ADOPTING THE MULTI- PRODUCT BANKING RESOLUTION WITH FIFTH THIRD BANK INCLUDING THE DESIGNATION OF MAYOR TIM MURRY, MAYOR PRO TEM JIM PURVIS, CITY MANAGER BRIAN BULTHUIS, DEPUTY CITY MANAGER SCOTT DAVIDOFF AND CITY CLERK TRACY HOWE AS AUTHORIZED PERSONS TO CONDUCT CITY BANKING BUSINESS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE MULTI -PRODUCT BANKING RESOLUTION AND FURTHER AUTHORIZING THE CITY MANAGER TO APPOINT OR REMOVE CHANNEL ADMINISTRATORS AND AUTHORIZED PERSONS FOR THE CITY OF CLERMONT; REPEALING ALL PRIOR RESOLUTIONS IN CONFLICT HEREWITH AND PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Clermont as follows: SECTION 1: The City Council does hereby approve and adopt the Multi -Product Banking Resolution with Fifth Third Bank authorizing the designation of Mayor Tim Murry, Mayor Pro Tem Jim Purvis, City Manager Brian Bulthuis, Deputy City Manager Scott Davidoff and City Clerk Tracy Howe as authorized persons thereunder and further authorizing the City Manager to execute the Multi - Product Banking Resolution as set forth in Attachment A, attached hereto and incorporated herein. SECTION 2: The City Manager is hereby further authorized to appoint or remove channel administrators and authorized persons for the City and to execute any and all resolutions necessary to notify Fifth Third Bank of such additions or removals. SECTION 3: CONFLICT Any resolution previously adopted by the City Council and in conflict herewith is hereby repealed to the extent of the conflict. SECTION 4: EFFECTIVE DATE This Resolution shall take effect immediately upon its adoption. (9� CLE ' M, CITY OF CLERMONT Ch.m.,c,-q.. RESOLUTION NO.2023-029R DONE AND RESOLVED by the Mayor of the City Council of the City of Clermont, Lake County, Florida, this 8th day of August 2023. CITY OF CLERMONT Tim Murry, M'ayor1 ATTEST: Tracy Ackroyd Howe, MMC City Clerk Approved as to Daniel F. Mantzaris, City Attorney a� FIFTH THIRD BANK 38 Fountain Square Plaza Cincinnati, Ohio 45263 Multi -Product Resolution Fifth Third Bank I Multi -Product Resolution November 2022 Multi -Product Resolution Effective as of the date of execution, the named persons in the Entity Authorization Section is/are duly authorized representatives of City of Clermont, FL [Name of Company, Corporation, Partnership, Organization, Government, Trust and/or Plan] ("Entity") and hold the title(s) set forth opposite his or her respective name, said authorized representative(s) is/are authorized to act on behalf of this Entity, and on behalf of those entities named in the Affiliate Authorization Section herein ("Affiliates"), as an "Authorized Person" in transactions with Fifth Third Bank, National Association, or an affiliate of Fifth Third Bancorp (collectively, "Bank"), with the authority designated in the appropriate Authorization Section and detailed in the following resolutions: Section I. (DDA/TM) DEPOSIT ACCOUNTS & OTHER TREASURY MANAGEMENT SERVICES: RESOLVED, that the Bank is hereby designated as an authorized depository of this Entity and that one or more checking, savings or other deposit accounts ("Accounts") be opened and maintained with the Bank in the name of the Entity. RESOLVED, that the opening and maintaining of the Accounts, all transactions in connection with the Accounts and all related services will be governed by written agreements provided by the Bank, and by such rules, regulations and policies as the Bank shall from time to time establish. RESOLVED, this Entity is authorized to obtain banking services from the Bank including treasury management, the sale or purchase of foreign currencies, and to enter into such agreements and documentation for such services as are required by the Bank from time to time, including a Master Treasury Management Agreement, Online Channel Access Agreement, Schedules to the Online Channel Access Agreement, Signature Card, Terms and Conditions for various banking services, Deposit Account Rules & Regulations, and/or Commercial Account Rules, as applicable ("Banking Agreements"), each of which, when accepted or signed by an Authorized Person described below is approved and authorized in all respects. RESOLVED, that the Entity is authorized to incur and repay indebtedness, grant or give security, and incur and perform related liabilities and obligations to the Bank in connection with the banking services obtained by the Entity under the relevant Banking Agreements, including, without limiting the foregoing, with respect to: (a) transactions executed for the Entity by the Bank and (b) import and export services for letters of credit as provided in the terms and conditions for such import and export services and related reimbursement, financing and security or collateral arrangements. RESOLVED, that the Entity is authorized to enter into, execute and deliver to the Bank applications, documents, notes and agreements reflecting or evidencing such indebtedness, security, liabilities and obligations including those related to letters of credit, confirmation and payment services, reimbursement arrangements and related loans, lines of credit or similar financing arrangements, and security and collateral ization arrangements, and a note or notes, security, pledge or similar agreement evidencing or securing such arrangements ("Banking Services Financing Agreements"), each of which, when submitted, accepted or signed by an Authorized Person is authorized and approved in all respects. Fifth Third Bank I Multi -Product Resolution November 2022 2 RESOLVED: that any of the Authorized Persons as designated in the Entity Authorization Section, acting alone or together with other Authorized Persons, is authorized to act for the Entity, and (as designated) its Affiliates if the same are joined to the Banking Services Agreements or Commercial Card Service Agreement, and in its name to do any of the following: Section 1.1. Accounts and Agreements. Open or close any deposit or other Account and execute on behalf of the Entity signature cards (and designate persons with check signing authority), application forms, authorization, set-up and other documentation and agreements with the Bank with respect to the Accounts and any services related to the Accounts including each of the Banking Agreements and Banking Services Financing Agreements; Section 1.2. Payment Instructions. Issue, and designate persons with the authority to issue written, telephonic, electronic, internet-based or oral instructions and payment orders for the transfer or payment of funds of the Entity on deposit with the Bank (or at any other financial institution) including by wire transfer, automated clearing house debit, book transfer and other physical and electronic means; Section 1.3. Foreign Currency Transactions. Agree to buy or sell foreign currencies via spot contracts, execute on behalf of the Entity confirmation of such spot transactions, and deliver such currencies as required under the spot transactions to the Bank, including by wire transfer, automated clearing house debit, book transfer and other physical and electronic means; Section 1.4. Implementation and Setup. Select the services the Entity will obtain from the Bank and instruct the Bank on service options and features desired by the Entity, and the set-up, implementation and security procedures relating to the services selected. Section II. (COM CARD) COMMERCIAL CARD: RESOLVED, that this Entity desires to obtain financial accommodations from the Bank, including the use of a number of the Bank's Commercial Cards (the "Commercial Cards") by the officers and agents of this Entity. RESOLVED, that this Entity agrees to assume responsibility for the use of each and every one of the Commercial Cards and to pay the Bank for all indebtedness incurred by the use of such Commercial Cards. RESOLVED, that at any of the Authorized Persons as designated in the Entity Authorization Section acting alone or together with other Authorized Persons, be and hereby are authorized to act for and in the name of this Entity, and its Affiliates, if the same are joined to the Banking Services Agreements or Commercial Card Service Agreement, to (i) apply to the Bank for the issuance of such Commercial Cards, (ii) enter into and execute the Commercial Card Service Agreement and such application forms, agreements and documents to pay and provide security for payment of all indebtedness incurred by use of such Commercial Cards, whether authorized or unauthorized, as the Bank may require in accordance with the terms and conditions of the Commercial Card Service Agreement, and (iii) to obtain and forward Commercial Cards to those officers or agents it designates from time to time to receive and use a card. Fifth Third Bank I Multi -Product Resolution November 2022 3 Section III. OPTIONS [Check One or More Options, If Applicable] W( Section 3.1. Manager Managed Option - If Entity is opening a deposit account and treasury management services that will be managed by a property manager or other fiduciary and wish to authorize such manager/fiduciary to take action on the Entity's behalf, Entity must check this Manager -Managed option and provide the name of the Manager below. Bank may require additional documentation from the Manager. DO NOT CHECK IF ENTITY IS THE MANAGER; ONLY CHECK IF ENTITY IS NAMING A MANAGER RESOLVED FURTHER: that Brian Bulthuis, City Manager and its subsidiaries, and their respective successors are appointed as agents of the Entity to act on behalf of the Entity with respect to all matters authorized in these DDA/TM Resolutions set forth above including to manage Entity's Accounts and services including the authority to establish Accounts, and execute and act as agents under the Banking Agreements, and make deposits to, withdrawals from and otherwise deal with such Accounts and to obtain and use Fifth Third Bank treasury management services on behalf of Entity, and to appoint individuals to act as their authorized representatives and as Authorized Persons for such services. ❑✓ Section 3.2. Affiliate Services Option [Must Cumpiete the Affiliate Authorization Section X — Page 10 FAILURE TO COMPLETE THE AFFILIATE AUTHORIZATION SECTION WILL INVALIDATE THIS SECTION 3.2] - If Entity is acting on behalf of one or more entities in which Entity directly or indirectly owns an equity interest (each, an "Affiliate"), Entity must check the Affiliate option, and must complete the Affiliate Authorization Section X. RESOLVED, that Entity owns directly or indirectly an equity interest in each Affiliate listed in the Affiliate Authorization section below and Entity resolves that each such Affiliate may join the Banking Agreements, Commercial Card Service Agreement or other agreement with the Bank as a customer and as permitted by Bank from time to time; and • Signor is duly authorized under the governing documents and resolutions of each Affiliate to give this certification to the Bank; and • these resolutions are a true copy of resolutions adopted by the governing body of each Affiliate; • that such resolutions are now in full force and effect and are pursuant to each the governing documents of each Affiliate; and • each of the Authorized Persons named in the Affiliate Authorization Section (as specified for such Affiliate) is authorized to act on behalf of an Affiliate to the same extent as any Authorized Person in the Entity Authorization Section is permitted to act on behalf of Entity. ❑✓ Section 3.3. Channel Administrator Option [Only Applies to New Fifth Third Direct Portal Set -Up] - If Entity is establishing a NEW online portal set-up using the Bank's online channels (Fifth Third Direct or otherwise) for online banking needs, Entity must: check this Section 3.3. Channel Administrator option, elect or waive Dual Administration Control, establish Channel Administrators Fifth Third Bank I Multi -Product Resolution November 2022 4 RESOLVED, that as Entity and Bank have or will enter into an Online Channel Access Agreement ("OCAA") or another Bank agreement governing the use of Fifth Third Direct and other access channels ("Access Agreement'), the following person(s) designated below is/are hereby authorized and designated as the Channel Administrator(s) within such Access Channel(s), which includes Fifth Third Direct and other websites or portals, with all of the authority and duties as contemplated and permitted under the OCAA, Banking Agreements, Banking Services Financing Agreements, Commercial Card Service Agreement or other agreements with Bank, as applicable. Each Channel Administrator shall also be deemed an Authorized Person, with broad authority to manage user access and delegate authority rights with respect to Account and services. Entity has designated its initial Channel Administrator(s) below and elected or waived whether to enable "Dual Administration Control' whereby two (2) Channel Administrators are required to establish a User (as defined in the OCAA). Dual Administration Control Election [FAILURE TO MAKE SELECTION BELOW WILL INVALIDATE THIS SECTION 3.3] Wth respect to Dual Administration Control, Entity has elected as follows: or, Enable Dual Administration Control Entity acknowledges that Bank has strongly recommended enabling Dual Administration Control whereby two (2) Channel Administrators are required to establish a User (as defined in the OCAA). aWaive Dual Administration Control Enabling Entity acknowledges the risks associated with choosing not to enable Dual Administration Control and having only one Channel Administrator, and accepts all responsibility for any fraud/losses that occur relating to inappropriate or unauthorized use of the Fifth Third Direct or other Access Channels, or the Channel Administrator User ID. Establishment of Channel Administrator(s) Entity hereby establishes the individuals named below as the Channel Administrator(s) for Entity pursuant to the forgoing resolutions as of the date set forth above. Entity understands that while only two (2) Channel Administrators may be established here, Entity may enable additional Channel Administrator(s) through the Fifth Third Direct Portal. [If You Selected Enable Dual Administration Control, Two Channel Administrators Must be Identified] Phone Number Channel Administrator Name Email Address (enter only one It per person. Admin may add or change once Channel access is established) 1. Brian Bulthuis, City Manager 1352-241-7358 2. Scott Davidoff, Deputy City Manager I sdavidoff@clermontfl.org 352-241-7358 Section IV. (LOAN/LEASING) LENDING, LEASING, LETTER OF CREDIT, RATE MANAGEMENT AGREEMENTS, GRANTING SECURITY INTEREST: RESOLVED, that any of the Authorized Person(s) designated in the Entity Authorization Section, acting alone or together with other Authorized Person(s), is/are hereby authorized to act for and in the name of the Entity to: (i) borrow or lease, and designate persons with the authority to borrow or lease, from time to time on behalf of this Entity Fifth Third Bank I Multi -Product Resolution November 2022 from the Bank such sums of money or property (as applicable), for such times and upon such terms as may seem advisable to such Authorized Person(s) or his or her designee(s); (ii) request advances, pay fees and perform any function related to the purpose of borrowing or leasing, and, in connection therewith, to issue, and designate persons with the authority to issue, written, telephonic, electronic, internet-based or oral instructions; (iii) sign and deliver on behalf of this Entity (a) credit and loan agreements, notes, leases, and any other documentation in connection with borrowing or leasing, including, without limitation, agreements providing defined remedies (e.g., confessions of judgment), (b) any documentation for the purpose of obtaining letters of credit, and (c) any documentation for the purpose of pledging, mortgaging, deeding or granting liens upon all or any of the assets of this Entity as security for such loans or leases under such terms and conditions as may seem advisable to such officer(s); (iv) sign and deliver on behalf of this Entity any ISDA Master Agreements and any other rate management agreements entered into to govern transactions intended to hedge risks associated with changes in interest rates and any and all documents related to such rate management transactions; (v) endorse in the name of this Entity and to negotiate to the Bank all or any of the notes, bills receivable, accounts receivable and assets of this Entity upon such terms as may seem advisable to such Authorized Person(s); and (vi) in connection with any of the foregoing, sign and deliver to the Bank renewals, extensions, amendments, modifications, refinancings, consolidations, substitutions or the like. RESOLVED, that the Authorized Person(s) designated in the Entity Authorization Section, acting alone or together with other Authorized Person(s), is/are hereby authorized to guarantee, on behalf of the Entity, the payment of the debts, loans, leases, or other indebtedness of another, for such times and for such sums of money, and upon such terms as may seem advisable to such Authorized Person(s); to sign and deliver on behalf of this Entity, guarantee agreements or other documents therefor; and to pledge, mortgage, deed or grant liens upon all or any of the assets of this Entity as security for such guarantees or as security for the obligations of others under such terms and conditions as may seem advisable to such Authorized Person(s). Section V. (FRM) FINANCIAL RISK MANAGEMENT PRODUCTS: FOREIGN EXCHANGE OR COMMODITIES OR INTEREST RATE SWAP: RESOLVED, that this Entity is authorized to enter into, for any and all purposes, the following transactions with the Bank: foreign exchange transactions (including, without limitation, the purchase of spot contracts, contracts for forward or future delivery of currency and options), derivative instruments of any kind based on changes in the prices, rates or values of interest rates, commodities or currencies (including, without limitation, swaps, puts, calls, collars, caps, floors and options), participations in risk associated with any of the foregoing derivative instruments and any other transactions otherwise authorized by the Entity (each a "Transaction" and, together, the "Transactions"). RESOLVED, that any Authorized Person(s), designated in Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to: Open one or more accounts in the name of the Entity with the Bank for the purpose of entering into Transactions and to execute in the name of the Entity and deliver to the Bank (i) any agreement or document (including, without limitations, any ISDA Master Agreement, foreign exchange trading agreement, master give -up agreement (including any schedule(s) thereto, addenda thereof or any required or necessary credit support document(s)) and confirmation of any Transaction) that may be necessary or appropriate in connection with any Transaction and (ii) any amendment or revision to any such agreement or document. Fifth Third Bank I Multi -Product Resolution November 2022 A ii. Buy, sell and trade and agree to buy, sell and trade Transactions, on margin or otherwise, which power to sell includes the power to take "short" positions; iii. Effect and receive payment and delivery in performance of Transactions and any obligations undertaken in connection therewith; iv. Grant, transfer, pledge or otherwise hypothecate a security interest in or lien in any property (including any money or securities) belonging to or under control of the Entity as security for any obligation arising in connection with any Transaction. V. Receive and promptly comply with any request or demand for additional margin, any notice of intention to liquidate, and any notice or demand of any other nature; vi. Receive and acquiesce in the correctness of notices of Transactions, statements of account and other records and documents relating to the Entity's Transactions with the Bank; and vii. Borrow funds from the Bank or its affiliate to finance any Transactions effected through or with the Bank, and the satisfaction of each and every obligation of the Entity in connection with the account(s) and the Transactions effected therein. Section VI. (IS) INSTITUTIONAL SERVICES: TRUST, AGENCY, INVESTMENT MANAGEMENT, CUSTODIAL SERVICES, RETIREMENT PLAN, OR NONQUALIFIED PLAN SERVICES RESOLVED, that any Authorized Person(s) designated in the Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to enter into and execute the applicable agreement(s) and other documents or instructions with the Bank as may be required from time to time to provide trustee services, agency, investment management, investment advisory, custodial services, qualified retirement plan and/or nonqualified plan services. Section VII. (SECURITIES) BROKERAGE/SECURITIES RESOLVED, that any Authorized Person(s) designated in the Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to open and maintain one or more accounts on behalf of the Entity with any affiliated broker -dealer of the Bank for the purpose of transacting in the following securities (without limiting the generality of such, however): securities owned, issued or guaranteed by a public or private sector entity, including U.S. Government Securities, Federal Agency Securities, Federally Sponsored Securities, Foreign Sovereign Debt Instruments, Emerging Markets Instruments, Eurobonds, all manner of Money Market Instruments, issued or unissued, including Repurchase and Reverse Repurchase Agreements, corporate fixed income securities, municipal securities and all manner of other securities, and options thereon ("Securities"), Securities further include, without limitation, shares, stocks, bonds, debentures, notes, script, participation certificates, subscription rights, options, warrants, certificates of deposit, mortgages, evidences of indebtedness, commercial paper, certificates of indebtedness and certificates of interest of any and every kind and nature whatsoever, secured or unsecured. (Select Authorization Below ONLY if Authorization Shall Include the Opening of Margin Accountsj ✓❑ This authorization shall include the opening of margin accounts. Fifth Third Bank I Multi -Product Resolution November 2022 7 Section VIII. UNIVERSAL RESOLUTIONS [Applicable to and Adopted with, Each of the Preceding Sections I-VIII]: RESOLVED, that the resolutions set forth herein and the authority hereby conferred is in addition to that conferred by any other resolution heretofore or hereafter delivered by this Entity to the Bank and shall continue in full force and effect until the Bank shall have received, and have had a reasonable opportunity to act upon, notice in writing, certified by an authorized representative of this Entity, of the revocation hereof by a resolution duly adopted by the governing body of this Entity. Any such revocation shall be effective only as to credit which is extended or committed by the Bank, or actions which are taken by this Entity pursuant to the resolutions contained herein, subsequent to the Bank's receipt of, and reasonable opportunity to act upon, such notice and shall not affect any acts by Authorized Person(s) performed prior thereto. RESOLVED, that the Authorized Person(s) are hereby authorized to designate and advise the Bank of the identity of persons (including officers and employees of this Entity or its service providers) who have some or all of the authority of an Authorized Person with respect to one or more Accounts of the Entity Banking Agreements entered into by Entity or services utilized by the Entity, and limitations on the scope of such authority, if any, including a person or persons who will serve as administrator or service administrator with respect to a service or services obtained by the Entity (and any Affiliate, as applicable) and have authority to: manage the service on behalf of the Entity (and Affiliate); select and administer security and operating procedures; designate persons as authorized users of a service; and, enable and administer user identification codes, passwords and other identification data. RESOLVED, that the Authorized Person(s), and any persons designated by the same in accordance with the foregoing resolutions, is/are hereby authorized to take such other actions as may be necessary or desirable to carry out the intent of the foregoing. RESOLVED, that any and all transactions by or on behalf of this Entity with the Bank and all agreements, applications, documents and authorizations executed and delivered on behalf of this Entity to the Bank prior to the adoption of this resolution (whether involving deposits, withdrawals, borrowings, guarantees, leases or otherwise) be and the same are in all respects ratified, approved, and confirmed. RESOLVED, that the Bank is authorized to rely in good faith on any telephonic or other oral communication which shall be received by it from anyone reasonably believed by the Bank to be one of the Authorized Person(s) (including any Channel Administrator) until new instructions are received in writing from an Authorized Person of Entity and Bank has had a reasonable time to act on such instructions. BE IT FURTHER RESOLVED that The United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the "E-Sign Act") applies to the fullest extent possible to this document. The Entity represents, warrants and covenants that the electronic signatures submitted by the Entity to Bank on this document are created using software and processes that create valid, enforceable, and effective electronic signatures in compliance with the E-Sign Act and all applicable state laws including applicable Uniform Electronic Transactions Act(s). All questions regarding the validity of the electronic signatures on this document shall be governed by the E-Sign Act or, to the extent applicable, by the laws of the State of Ohio, including the Ohio Uniform Transactions Act, OHIO REV. CODE ANN. § 1306.01-23., et seq. Fifth Third Bank I Multi -Product Resolution November 2022 0 Section IX. ENTITY AUTHORIZATION (Authorized Persons For Entity Based On Productl *If person Is authorized to act for the Entity only and not authorized to act on behalf of any Affiliates, then leave the Affiliate column(s) blank for that person **The actions that an Authorized Person (named either in this Section IX or in Section X) may take on behalf of an Affiliate MUST BE DESIGNATED IN SECTION X by selecting the appropriate Producr* • WHO MAY ACT FOR THE ENITY: Add the name and title of the person(s) authorized to act for the Entity • WHAT ACTIONS SUCH PERSON(S) MAY TAKE ON BEHALF OF THE ENTITY: Select the PRODUCT(S) for which each person authorized to act for the Entity is authorized to engage. • WHETHER SUCH PERSON(S) MAY ACT ON BEHALF OF AFFILIATES: Select whether authorized person is authorized* for Entity + all Affiliates named in Section X, or Entity + only as designated in Section X Entity +, All Name of Authorized Person Title of Authorized 4Affiliates. Person Entity + Only T Those Affiliates Entity Authority Entity Entity Authori Authority Com Lease/ Entity uthori Entity Authority j Entity Authority Listed Below Designated Below DDAlTM ' Card j Loan I FRM I IS Securities Tim Murry Mayor ✓❑ ❑ ❑ ❑ ❑ ❑ ❑ `- ❑ Jim Purvis Mayor Pro Tem ❑ ❑ ❑ ❑ ❑ ❑ ❑ Tracy Howe City Clerk ✓❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ Brian Bulthuis City Manager ❑ ❑ ❑ ❑ ❑ ❑ ❑ Scott Davidoff Deputy City Manager ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ IJ a ❑ ❑ ❑ ❑ ❑ ❑ o ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ Fifth Third Bank I Multi -Product Resolution November 2022 N SECTION X. AFFILIATE AUTHORIZATION [Authorized Persons Per Affiliate Based On Productl "IF ADDING AFFILIATES, REMEMBER TO CHECK SECTION 3.2 "The actionslAUTHORITY that an Authorized Person (named either in Section IX or in Section X) may take on behalf of an Affiliate MUST BE DESIGNATED IN THIS SECTION X by selecting the ­­ir?� P-oduct • WHO ARE THE AFFILIATES: Add the name of each Affiliate for which authority is being established • WHO MAY ACT FOR THE AFFILATE(S): Add the name and title of person(s) authorized for each Affiliate unless that person has been named and designated for all Affiliates in Section IX • WHAT ACTIONS MAY BE TAKEN ON BEHALF OF THE AFFILIATE(S): Select the Product(s) for which each person authorized to act for the Affiliate(s) is authorized to engage If Number Of Affiliates Exceeds Space Provided, ✓ add an attachment with all in . ' _ required below, ✓ label the attachment "Exhibit A to [Name of ENTITY] Multi -Production Resolution dated [insert date of this Resolution]" ✓ number each page of att, _ "Page _ of _," ❑CHECK HERE: Exhibit A to Multi -Product Resolution Att Name of Affiliate i I Com Name of Authorized Title of Authorized *Affiliate `Affiliate Affiliate "Affiliate "Affiliate Person for Affiliate Person for Affiliate DDAITM Card Loan/ FRM IS Securities ❑ ❑ ❑ ❑ ❑ ❑ Page of ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ SIGNATURE PAGE TO FOLLOW Fifth Third Bank I Multi -Product Resolution November 2022 10 SIGNATURE PAGE OF MULTI -PRODUCT RESOLUTION Brian Bulthius (Name of Person signing below), The City Manager (Title of Person signing below) of City of Clermont, FL (Name of Entity), a State/Government/Municipal (Type of Entity) duly organized and existing under the laws of the State or Country [if not US] of Florida hereby certify that: • the above is a true copy of the resolutions adopted by the governing body of this Entity, and • such resolutions are now in full force and effect as of the date set forth below, having been adopted pursuant to the Entity's governing documents and not rescinded. Signature: Print Name: Brian Bulthius Date: gig 1,-` Fifth Third Bank I Multi -Product Resolution November 2022 11 CITY OF CLERMONT ch d RESOLUTION NO.2023-029R A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CLERMONT, FLORIDA APPROVING AND ADOPTING THE MULTI- PRODUCT BANKING RESOLUTION WITH FIFTH THIRD• BANK INCLUDING THE DESIGNATION OF MAYOR TIM MURRY, MAYOR PRO TEM JIM PURVIS, CITY MANAGER BRIAN BULTHUIS, DEPUTY CITY MANAGER SCOTT DAVIDOFF AND CITY CLERK TRACY HOWE AS AUTHORIZED PERSONS TO CONDUCT CITY BANKING BUSINESS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE MULTI -PRODUCT BANKING RESOLUTION AND FURTHER AUTHORIZING THE CITY MANAGER TO APPOINT OR REMOVE CHANNEL ADMINISTRATORS AND AUTHORIZED PERSONS FOR THE CITY OF CLERMONT; REPEALING ALL PRIOR RESOLUTIONS IN CONFLICT HEREWITH AND PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Clermont as follows: SECTION 1: The City Council does hereby approve and adopt the Multi -Product Banking Resolution with Fifth Third Bank authorizing the designation of Mayor Tim Murry, Mayor Pro Tern Jim Purvis, City Manager Brian Bulthuis, Deputy City Manager Scott Davidoff and City Clerk Tracy Howe as authorized persons thereunder and further authorizing the City Manager to execute the Multi - Product Banking Resolution as set forth in Attachment A, attached hereto and incorporated herein. SECTION 2: The City Manager is hereby further authorized to appoint or remove channel administrators and authorized persons for the City and to execute any and all resolutions necessary to notify Fifth Third Bank of such additions or removals. SECTION 3: CONFLICT Any resolution previously adopted by the City Council and in conflict herewith is hereby repealed to the extent of the conflict. SECTION 4: EFFECTIVE DATE This Resolution shall take effect immediately upon its adoption. fG- CITY OF CLERMONT 0-0� RESOLUTION NO.2023-029R DONE AND RESOLVED by the Mayor of the City Council of the City of Clermont, Lake County, Florida, this 8th day of August 2023. CITY OF CLERMONT el 1 Tim Murry, Ma r ATTEST: Tracy Ackroyd Howe, MMC City Clerk Approved as to Form and Legality: Daniel F. Mantzaris, City Attorney Attachment A FIFTH THIRD BANK 38 Fountain Square Plaza Cincinnati, Ohio 45263 Multi -Product Resolution Fifth Third Bank I Multi -Product Resolution November 2022 i Multi -Product Resolution Effective as of the date of execution, the named persons in the Entity Authorization Section is/are duly authorized representatives of [Name of Company, Corporation, Partnership, Organization, Government, Trust and/or Plan] ("Entity") and hold the title(s) set forth opposite his or her respective name, said authorized representative(s) is/are authorized to act on behalf of this Entity, and on behalf of those entities named in the Affiliate Authorization Section herein ("Affiliates"), as an "Authorized Person" in transactions with Fifth Third Bank, National Association, or an affiliate of Fifth Third Bancorp (collectively, "Bank"), with the authority designated in the appropriate Authorization Section and detailed in the following resolutions: Section I. (DDA/TM) DEPOSIT ACCOUNTS & OTHER TREASURY MANAGEMENT SERVICES: RESOLVED, that the Bank is hereby designated as an authorized depository of this Entity and that one or more checking, savings or other deposit accounts ("Accounts") be opened and maintained with the Bank in the name of the Entity. RESOLVED, that the opening and maintaining of the Accounts, all transactions in connection with the Accounts and all related services will be governed by written agreements provided by the Bank, and by such rules, regulations and policies as the Bank shall from time to time establish. RESOLVED, this Entity is authorized to obtain banking services from the Bank including treasury management, the sale or purchase of foreign currencies, and to enter into such agreements and documentation for such services as are required by the Bank from time to time, including a Master Treasury Management Agreement, Online Channel Access Agreement, Schedules to the Online Channel Access Agreement, Signature Card, Terms and Conditions for various banking services, Deposit Account Rules & Regulations, and/or Commercial Account Rules, as applicable ("Banking Agreements"), each of which, when accepted or signed by an Authorized Person described below is approved and authorized in all respects. RESOLVED, that the Entity is authorized to incur and repay indebtedness, grant or give security, and incur and perform related liabilities and obligations to the Bank in connection with the banking services obtained by the Entity under the relevant Banking Agreements, including, without limiting the foregoing, with respect to: (a) transactions executed for the Entity by the Bank and (b) import and export services for letters of credit as provided in the terms and conditions for such import and export services and related reimbursement, financing and security or collateral arrangements. RESOLVED, that the Entity is authorized to enter into, execute and deliver to the Bank applications, documents, notes and agreements reflecting or evidencing such indebtedness, security, liabilities and obligations including those related to letters of credit, confirmation and payment services, reimbursement arrangements and related loans, lines of credit or similar financing arrangements, and security and collateral ization arrangements, and a note or notes, security, pledge or similar agreement evidencing or securing such arrangements ("Banking Services Financing Agreements"), each of which, when submitted, accepted or signed by an Authorized Person is authorized and approved in all respects. Fifth Third Bank I Multi -Product Resolution November 2022 2 RESOLVED: that any of the Authorized Persons as designated in the Entity Authorization Section, acting alone or together with other Authorized Persons, is authorized to act for the Entity, and (as designated) its Affiliates if the same are joined to the Banking Services Agreements or Commercial Card Service Agreement, and in its name to do any of the following: Section 1.1. Accounts and Agreements. Open or close any deposit or other Account and execute on behalf of the Entity signature cards (and designate persons with check signing authority), application forms, authorization, set-up and other documentation and agreements with the Bank with respect to the Accounts and any services related to the Accounts including each of the Banking Agreements and Banking Services Financing Agreements; Section 1.2. Payment Instructions. Issue, and designate persons with the authority to issue written, telephonic, electronic, internet-based or oral instructions and payment orders for the transfer or payment of funds of the Entity on deposit with the Bank (or at any other financial institution) including by wire transfer, automated clearing house debit, book transfer and other physical and electronic means; Section 1.3. Foreign Currency Transactions. Agree to buy or sell foreign currencies via spot contracts, execute on behalf of the Entity confirmation of such spot transactions, and deliver such currencies as required under the spot transactions to the Bank, including by wire transfer, automated clearing house debit, book transfer and other physical and electronic means; Section 1.4. Implementation and Setup. Select the services the Entity will obtain from the Bank and instruct the Bank on service options and features desired by the Entity, and the set-up, implementation and security procedures relating to the services selected. Section II. (COM CARD) COMMERCIAL CARD: RESOLVED, that this Entity desires to obtain financial accommodations from the Bank, including the use of a number of the Bank's Commercial Cards (the "Commercial Cards") by the officers and agents of this Entity. RESOLVED, that this Entity agrees to assume responsibility for the use of each and every one of the Commercial Cards and to pay the Bank for all indebtedness incurred by the use of such Commercial Cards. RESOLVED, that at any of the Authorized Persons as designated in the Entity Authorization Section acting alone or together with other Authorized Persons, be and hereby are authorized to act for and in the name of this Entity, and its Affiliates, if the same are joined to the Banking Services Agreements or Commercial Card Service Agreement, to (i) apply to the Bank for the issuance of such Commercial Cards, (ii) enter into and execute the Commercial Card Service Agreement and such application forms, agreements and documents to pay and provide security for payment of all indebtedness incurred by use of such Commercial Cards, whether authorized or unauthorized, as the Bank may require in accordance with the terms and conditions of the Commercial Card Service Agreement, and (iii) to obtain and forward Commercial Cards to those officers or agents it designates from time to time to receive and use a card. Fifth Third Bank I Multi -Product Resolution November 2022 3 L Section III. OPTIONS [Check One or More Options, If Applicable] ❑ Section 3.1. Manager Managed Option - If Entity is opening a deposit account and treasury management services that will be managed by a property manager or other fiduciary and wish to authorize such manager/fiduciary to take action on the Entity's behalf, Entity must check this Manager -Managed option and provide the name of the Manager below. Bank may require additional documentation from the Manager. DO NOT CHECK IF ENTITY IS THE MANAGER; ONLY CHECK IF ENTITY IS NAMING A MANAGER RESOLVED FURTHER: that and its subsidiaries, and their respective successors are appointed as agents of the Entity to act on behalf of the Entity with respect to all matters authorized in these DDA/TM Resolutions set forth above including to manage Entity's Accounts and services including the authority to establish Accounts, and execute and act as agents under the Banking Agreements, and make deposits to, withdrawals from and otherwise deal with such Accounts and to obtain and use Fifth Third Bank treasury management services on behalf of Entity, and to appoint individuals to act as their authorized representatives and as Authorized Persons for such services. Section 3.2. Affiliate Services Option [Must Complete the Affiliate Authorization Section X — Page 10 FAILURE TO COMPLETE THE AFFILIATE AUTHORIZATION SECTION WILL INVALIDATE THIS SECTION 3.21 - If Entity is acting on behalf of one or more entities in which Entity directly or indirectly owns an equity interest (each, an "Affiliate"), Entity must check the Affiliate option, and must complete the Affiliate Authorization Section X. RESOLVED, that Entity owns directly or indirectly an equity interest in each Affiliate listed in the Affiliate Authorization section below and Entity resolves that each such Affiliate may join the Banking Agreements, Commercial Card Service Agreement or other agreement with the Bank as a customer and as permitted by Bank from time to time; and • Signor is duly authorized under the governing documents and resolutions of each Affiliate to give this certification to the Bank; and • these resolutions are a true copy of resolutions adopted by the governing body of each Affiliate; • that such resolutions are now in full force and effect and are pursuant to each the governing documents of each Affiliate; and • each of the Authorized Persons named in the Affiliate Authorization Section (as specified for such Affiliate) is authorized to act on behalf of an Affiliate to the same extent as any Authorized Person in the Entity Authorization Section is permitted to act on behalf of Entity. F1 Section 3.3. Channel Administrator Option [Only Applies to New Fifth Third Direct Portal Set -Up] - If Entity is establishing a NEW online portal set-up using the Bank's online channels (Fifth Third Direct or otherwise) for online banking needs, Entity must: o check this Section 3.3. Channel Administrator option, o elect or waive Dual Administration Control, o establish Channel Administrators Fifth Third Bank I Multi -Product Resolution November 2022 4 RESOLVED, that as Entity and Bank have or will enter into an Online Channel Access Agreement ("OCAA") or another Bank agreement governing the use of Fifth Third Direct and other access channels ("Access Agreement"), the following person(s) designated below is/are hereby authorized and designated as the Channel Administrator(s) within such Access Channel(s), which includes Fifth Third Direct and other websites or portals, with all of the authority and duties as contemplated and permitted under the OCAA, Banking Agreements, Banking Services Financing Agreements, Commercial Card Service Agreement or other agreements with Bank, as applicable. Each Channel Administrator shall also be deemed an Authorized Person, with broad authority to manage user access and delegate authority rights with respect to Account and services. Entity has designated its initial Channel Administrator(s) below and elected or waived whether to enable "Dual Administration Control" whereby two (2) Channel Administrators are required to establish a User (as defined in the OCAA). Dual Administration Control Election [FAILURE TO MAKE SELECTION BELOW WILL INVALIDATE THIS SECTION 3.31 With respect to Dual Administration Control, Entity has elected as follows: or, Enable Dual Administration Control Entity acknowledges that Bank has strongly recommended enabling Dual Administration Control whereby two (2) Channel Administrators are required to establish a User (as defined in the OCAA). Waive Dual Administration Control Enabling Entity acknowledges the risks associated with choosing not to enable Dual Administration Control and having only one Channel Administrator, and accepts all responsibility for any fraud/losses that occur relating to inappropriate or unauthorized use of the Fifth Third Direct or other Access Channels, or the Channel Administrator User ID. Establishment of Channel Administrator(s) Entity hereby establishes the individuals named below as the Channel Administrator(s) for Entity pursuant to the forgoing resolutions as of the date set forth above. Entity understands that while only two (2) Channel Administrators may be established here, Entity may enable additional Channel Administrator(s) through the Fifth Third Direct Portal. [If You Selected Enable Dual Administration Control, Two Channel Administrators Must be Identified] Phone Number Channel Administrator Name Email Address (enter only one # per person. Admin may add or change once Channel access is established) Section IV. (LOAN/LEASING) LENDING, LEASING, LETTER OF CREDIT, RATE MANAGEMENT AGREEMENTS, GRANTING SECURITY INTEREST: RESOLVED, that any of the Authorized Person(s) designated in the Entity Authorization Section, acting alone or together with other Authorized Person(s), is/are hereby authorized to act for and in the name of the Entity to: (i) borrow or lease, and designate persons with the authority to borrow or lease, from time to time on behalf of this Entity Fifth Third Bank I Multi -Product Resolution November 2022 5 from the Bank such sums of money or property (as applicable), for such times and upon such terms as may seem advisable to such Authorized Person(s) or his or her designee(s); (ii) request advances, pay fees and perform any function related to the purpose of borrowing or leasing, and, in connection therewith, to issue, and designate persons with the authority to issue, written, telephonic, electronic, internet-based or oral instructions; (iii) sign and deliver on behalf of this Entity (a) credit and loan agreements, notes, leases, and any other documentation in connection with borrowing or leasing, including, without limitation, agreements providing defined remedies (e.g., confessions of judgment), (b) any documentation for the purpose of obtaining letters of credit, and (c) any documentation for the purpose of pledging, mortgaging, deeding or granting liens upon all or any of the assets of this Entity as security for such loans or leases under such terms and conditions as may seem advisable to such officer(s); (iv) sign and deliver on behalf of this Entity any ISDA Master Agreements and any other rate management agreements entered into to govern transactions intended to hedge risks associated with changes in interest rates and any and all documents related to such rate management transactions; (v) endorse in the name of this Entity and to negotiate to the Bank all or any of the notes, bills receivable, accounts receivable and assets of this Entity upon such terms as may seem advisable to such Authorized Person(s); and (vi) in connection with any of the foregoing, sign and deliver to the Bank renewals, extensions, amendments, modifications, refinancings, consolidations, substitutions or the like. RESOLVED, that the Authorized Person(s) designated in the Entity Authorization Section, acting alone or together with other Authorized Person(s), is/are hereby authorized to guarantee, on behalf of the Entity, the payment of the debts, loans, leases, or other indebtedness of another, for such times and for such sums of money, and upon such terms as may seem advisable to such Authorized Person(s); to sign and deliver on behalf of this Entity, guarantee agreements or other documents therefor; and to pledge, mortgage, deed or grant liens upon all or any of the assets of this Entity as security for such guarantees or as security for the obligations of others under such terms and conditions as may seem advisable to such Authorized Person(s). Section V. (FRM) FINANCIAL RISK MANAGEMENT PRODUCTS: FOREIGN EXCHANGE OR COMMODITIES OR INTEREST RATE SWAP: RESOLVED, that this Entity is authorized to enter into, for any and all purposes, the following transactions with the Bank: foreign exchange transactions (including, without limitation, the purchase of spot contracts, contracts for forward or future delivery of currency and options), derivative instruments of any kind based on changes in the prices, rates or values of interest rates, commodities or currencies (including, without limitation, swaps, puts, calls, collars, caps, floors and options), participations in risk associated with any of the foregoing derivative instruments and any other transactions otherwise authorized by the Entity (each a "Transaction" and, together, the "Transactions"). RESOLVED, that any Authorized Person(s), designated in Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to: Open one or more accounts in the name of the Entity with the Bank for the purpose of entering into Transactions and to execute in the name of the Entity and deliver to the Bank (i) any agreement or document (including, without limitations, any ISDA Master Agreement, foreign exchange trading agreement, master give -up agreement (including any schedule(s) thereto, addenda thereof or any required or necessary credit support document(s)) and confirmation of any Transaction) that may be necessary or appropriate in connection with any Transaction and (ii) any amendment or revision to any such agreement or document. Fifth Third Bank I Multi -Product Resolution November 2022 a ii. Buy, sell and trade and agree to buy, sell and trade Transactions, on margin or otherwise, which power to sell includes the power to take "short" positions; iii. Effect and receive payment and delivery in performance of Transactions and any obligations undertaken in connection therewith; iv. Grant, transfer, pledge or otherwise hypothecate a security interest in or lien in any property (including any money or securities) belonging to or under control of the Entity as security for any obligation arising in connection with any Transaction. V. Receive and promptly comply with any request or demand for additional margin, any notice of intention to liquidate, and any notice or demand of any other nature; vi. Receive and acquiesce in the correctness of notices of Transactions, statements of account and other records and documents relating to the Entity's Transactions with the Bank; and vii. Borrow funds from the Bank or its affiliate to finance any Transactions effected through or with the Bank, and the satisfaction of each and every obligation of the Entity in connection with the account(s) and the Transactions effected therein. Section VI. (IS) INSTITUTIONAL SERVICES: TRUST, AGENCY, INVESTMENT MANAGEMENT, CUSTODIAL SERVICES, RETIREMENT PLAN, OR NONQUALIFIED PLAN SERVICES RESOLVED, that any Authorized Person(s) designated in the Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to enter into and execute the applicable agreement(s) and other documents or instructions with the Bank as may be required from time to time to provide trustee services, agency, investment management, investment advisory, custodial services, qualified retirement plan and/or nonqualified plan services. Section VII. (SECURITIES) BROKERAGE/SECURITIES RESOLVED, that any Authorized Person(s) designated in the Entity Authorization Section is/are hereby authorized to act for and in the name of the Entity to open and maintain one or more accounts on behalf of the Entity with any affiliated broker -dealer of the Bank for the purpose of transacting in the following securities (without limiting the generality of such, however): securities owned, issued or guaranteed by a public or private sector entity, including U.S. Government Securities, Federal Agency Securities, Federally Sponsored Securities, Foreign Sovereign Debt Instruments, Emerging Markets Instruments, Eurobonds, all manner of Money Market Instruments, issued or unissued, including Repurchase and Reverse Repurchase Agreements, corporate fixed income securities, municipal securities and all manner of other securities, and options thereon ("Securities"), Securities further include, without limitation, shares, stocks, bonds, debentures, notes, script, participation certificates, subscription rights, options, warrants, certificates of deposit, mortgages, evidences of indebtedness, commercial paper, certificates of indebtedness and certificates of interest of any and every kind and nature whatsoever, secured or unsecured. [Select Authorization Below ONLY if Authorization Shall Include the Opening of Margin Accounts] L J This authorization shall include the opening of margin accounts. Fifth Third Bank I Multi -Product Resolution November 2022 Section VIII. UNIVERSAL RESOLUTIONS [Applicable to and Adopted with, Each of the Preceding Sections I-VIII]: RESOLVED, that the resolutions set forth herein and the authority hereby conferred is in addition to that conferred by any other resolution heretofore or hereafter delivered by this Entity to the Bank and shall continue in full force and effect until the Bank shall have received, and have had a reasonable opportunity to act upon, notice in writing, certified by an authorized representative of this Entity, of the revocation hereof by a resolution duly adopted by the governing body of this Entity. Any such revocation shall be effective only as to credit which is extended or committed by the Bank, or actions which are taken by this Entity pursuant to the resolutions contained herein, subsequent to the Bank's receipt of, and reasonable opportunity to act upon, such notice and shall not affect any acts by Authorized Person(s) performed prior thereto. RESOLVED, that the Authorized Person(s) are hereby authorized to designate and advise the Bank of the identity of persons (including officers and employees of this Entity or its service providers) who have some or all of the authority of an Authorized Person with respect to one or more Accounts of the Entity Banking Agreements entered into by Entity or services utilized by the Entity, and limitations on the scope of such authority, if any, including a person or persons who will serve as administrator or service administrator with respect to a service or services obtained by the Entity (and any Affiliate, as applicable) and have authority to: manage the service on behalf of the Entity (and Affiliate); select and administer security and operating procedures; designate persons as authorized users of a service; and, enable and administer user identification codes, passwords and other identification data. RESOLVED, that the Authorized Person(s), and any persons designated by the same in accordance with the foregoing resolutions, is/are hereby authorized to take such other actions as may be necessary or desirable to carry out the intent of the foregoing. RESOLVED, that any and all transactions by or on behalf of this Entity with the Bank and all agreements, applications, documents and authorizations executed and delivered on behalf of this Entity to the Bank prior to the adoption of this resolution (whether involving deposits, withdrawals, borrowings, guarantees, leases or otherwise) be and the same are in all respects ratified, approved, and confirmed. RESOLVED, that the Bank is authorized to rely in good faith on any telephonic or other oral communication which shall be received by it from anyone reasonably believed by the Bank to be one of the Authorized Person(s) (including any Channel Administrator) until new instructions are received in writing from an Authorized Person of Entity and Bank has had a reasonable time to act on such instructions. BE IT FURTHER RESOLVED that The United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the "E-Sign Act") applies to the fullest extent possible to this document. The Entity represents, warrants and covenants that the electronic signatures submitted by the Entity to Bank on this document are created using software and processes that create valid, enforceable, and effective electronic signatures in compliance with the E-Sign Act and all applicable state laws including applicable Uniform Electronic Transactions Act(s). All questions regarding the validity of the electronic signatures on this document shall be governed by the E-Sign Act or, to the extent applicable, by the laws of the State of Ohio, including the Ohio Uniform Transactions Act, OHIO REV. CODE ANN. § 1306.01-23., et seq. Fifth Third Bank I Multi -Product Resolution November 2022 11 Section IX. ENTITY AUTHORIZATION [Authorized Persons For Entitv Based On Productl `If person is authorized to act for the Entity only and not authorized to act on behalf of any Affiliates, then leave the Affiliate column(s) blank for that person "The actions that an Authorized Person (named either in this Section IX or in Section X) may take on behalf of an Affiliate MUST BE DESIGNATED IN SECTION X by selecting the appropriate Producr' • WHO MAY ACT FOR THE ENITY: Add the name and title of the person(s) authorized to act for the Entity • WHAT ACTIONS SUCH PERSON(S) MAY TAKE ON BEHALF OF THE ENTITY: Select the PRODUCT(S) for which each person authorized to act for the Entity is authorized to engage. • WHETHER SUCH PERSON(S) MAY ACT ON BEHALF OF AFFILIATES: Select whether authorized person is authorized* for Entity + all Affiliates named in Section X, or Entity + only as designated in Section X tliates tity + Entity + Only All Those Entity Entity Entity Entity Entity Entity Title of AuthorizedAuthority Authority Name of Authorized Person Affiliates Authority Com Lease/ FIRM Authority Authority Authority Person Designated DDAlfM FIRM IS Securities Listed Below Card Loan Below ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ■ ❑ ■ ■ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ Fifth Third Bank I Multi -Product Resolution November 2022 9 SECTION X. AFFILIATE AUTHORIZATION [Authorized Persons Per Affiliate Based On Productl 'IF ADDING AFFILIATES, REMEMBER TO CHECK SECTION 3.2 "The actions/AUTHORITY that an Authorized Person (named either in Section IX or in Section X) may take on behalf of an Affiliate MUST BE DESIGNATED IN THIS SECTION X by selecting the appropriate Product • WHO ARE THE AFFILIATES: Add the name of each Affiliate for which authority is being established • WHO MAY ACT FOR THE AFFILATE(S): Add the name and title of person(s) authorized for each Affiliate unless that person has been named and designated for all Affiliates in Section IX • WHAT ACTIONS MAY BE TAKEN ON BEHALF OF THE AFFILIATE(S): Select the Product(s) for which each person authorized to act for the Affiliate(s) is authorized to engage It Numbei Of Affiliates E=xcecUb apace t'iu. ✓ add an attachment with all information required below, ✓ label the attachment "Exhibit A to [Name of ENTITY] Multi -Production Resolution dated [insert date of this Resolution]" ✓ number each page of attachment, "Page_ of_," ❑CHECK HERE: Exhibit A to Multi -Product Resolution Attached Name of Affiliate Name of Authorized Title of Authorized 'Affiliate 'Affiliate Com Affiliate t Affiliate: 'Affiliate Affiliate Person for Affiliate Person for Affiliate DDA/TM Card Loan FRN I IS Securities ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ Page of SIGNATURE PAGE TO FOLLOW Fifth Third Bank I Multi -Product Resolution November 2022 10 SIGNATURE PAGE OF MULTI -PRODUCT RESOLUTION The a Select Type of Legal Entity (Name of Person signing below), (Title of Person signing below) of (Name of Entity), (Type of Entity) duly organized and existing under the laws of the State or Country [if not US] of Select State or Country of Formation hereby certify that: • the above is a true copy of the resolutions adopted by the governing body of this Entity, and • such resolutions are now in full force and effect as of the date set forth below, having been adopted pursuant to the Entity's governing documents and not rescinded. Signature: Print Name: Date: Fifth Third Bank I Multi -Product Resolution November 2022 11