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1998-18American Enterprise Bank ® • 600 N. Buffalo Grove Road Buffalo Cove, IL 60089 RESOLUTION No. 98- 18 LOC: 0001 CORPORATE DEPOSITORY RESOLUTION By the [ g ) board of directors [ ) shareholders Of the Village of Rtiffaln Grnve, Tllinniq a municipal corporation, hereinafter called "Corporation," whose principal place of business is located at 50 Raupp Blvd.; Buffalo Grove, Illinois 60089 RESOLVED, that American Enterprise Bank (the "Bank ") is hereby designated as a depository in which the funds of this Corporation may from time to time be deposited; that the following described account(s) be opened and maintained in the name of this Corporation with the Bank subject to the rules and regulations of the Bank from time to time in effect; that the person(s) and the number thereof designated by title opposite the following designation of account(s) are hereby authorized, for and on behalf of this Corporation, (1) to sign checks, drafts, notes, bills, certificates of deposit and other orders for payment or withdrawal of funds from said account(s) and to issue instructions regarding the same, (2) to direct, orally or in writing or electronically, or through any other medium agreed to by said designated person(s) and the Bank, the wire transfer of such funds and (3) to arrange for such wire transfers to be effected upon instructions from others identifying themselves in accordance with procedures approved by such designated persons (all of the foregoing being "Withdrawal Orders "), and to endorse for deposit, negotiation, collection or discount by the Bank any and all checks, drafts, notes, bills, certificates of deposit or other instruments or orders for the payment of money owned or held by said Corporation; that the endorsement for deposit may be in writing, by stamp or otherwise, with or without designation or signature of the person so endorsing (except that, notwithstanding any other provision of these resolutions, no endorsement on behalf of this Corporation shall be required for deposit of any of such instruments or orders to an account of this Corporation with the Bank); and that any officer, agent or employee of this Corporation is hereby authorized to make requests of the Bank for the transfer of funds or money between accounts maintained by this Corporation at the Bank. Number of Account Signatures Number Required _ 1 • BILL BRIMM WILLIAM BALLING 2. 2. Names and /or Titles of Persons Authorized to Sign SIDNEY MATHIAS JANET SIRABIAN FURTHER RESOLVED, that the Bank be and is hereby authorized and directed to honor, certify, pay and charge to any of the accounts of this Corporation all checks, drafts, notes, bills, certificates of deposit or orders for the payment, withdrawal or transfer of funds or money deposited in these accounts or to the credit of this Corporation, for whatever purpose or to whomever payable, including requests for conversion of such instruments into cash as well as for deduction from and payment of cash out of any deposit, and whether or not payable to, endorsed or negotiated by or for the credit of any persons signing such instrument or payable to or for the credit of any other officer, agent or employee of this Corporation, when signed, accepted, endorsed or approved as evidenced by original or facsimile signature by the person(s) and the number thereof, designated by title opposite the designation of the accounts described in the foregoing resolution, and to honor any request(s) made in accordance with the foregoing resolution, whether written or oral, and including but not limited to request(s) made by telephone or other electronic means for the transfer of funds or money between accounts maintained by this Corporation at the Bank, and the Bank shall not be required or under any duty to inquire as to the circumstances of the issuance or use of any such instrument or request or the application or use of proceeds thereof. FURTHER RESOLVED, that to the extent that any Withdrawal Orders executed by the persons designated herein to effect same on behalf of this Corporation exceed collected balances of this Corporation on deposit with the Bank, the Bank may, in its sole discretion but without any obligation on its part to do so, and without notice to this Corporation, honor such Withdrawal Orders, and to the extent that the Bank so elects, this Corporation hereby agrees that such excess payment shall constitute an obligation and liability of this Corporation to the Bank, payable upon demand of the Bank together with interest thereon until paid at a rate equal to two percent (2 %) per annum in excess of the prime rate announced by the Bank and in effect from time to time (with the rate on such obligation and liability changing as and when such prime rate changes). FURTHER RESOLVED, that any one or more of the persons holding the offices of this�orporation designated above is /are hereby authorized to execute, on behalf of this Corporation, account contracts with the Bank in the usual form thereof provided by the Bank for each account of this Corporation and other account agreements necessary or desirable to permit aggregation of various accounts for purposes of determining total account balances or to facilitate cash management plans for this Corporation. FURTHER RESOLVED, that the Bank be and is hereby authorized to comply with any process, summons, order, injunction, execution, distraint, levy, lien, or notice of any kind (hereafter called "Process ") received by or served upon the Bank, by which, in the Bank's opinion, another person or entity claims an interest in any of these accounts, and the Bank may, at its option and without liability, thereupon refuse to honor orders to pay or withdraw sums from these accounts and may hold the balance therein until Process is disposed of to the Bank's satisfaction. FURTHER RESOLVED, that any one or more of the persons holding the offices of this Corporation designated above is /are hereby authorized (1) to receive for and on behalf of this Corporation, securities, currency or any other property of whatever nature held by, sent to, consigned to or delivered to the Bank for the account of or for delivery to this Corporation, and to give receipts therefor, and the Bank is hereby authorized to make delivery of such property in accordance herewith and (2) to sell, transfer, endorse for sale or otherwise authorize the sale or transfer of securities or any other property of whatever nature held by, sent to, cosigned to or delivered to the Bank for the account of or delivery to this Corporation, and to 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) proper, and the Bank is hereby authorized to make sale or transfer of any of the aforementioned property in accordance herewith. FURTHER RESOLVED, that the chief executive officer, president, secretary or any assistant secretary of this Corporation be and hereby is authorized and directed to certify to the Bank the foregoing resolutions, that the provisions thereof are in conformity with the Articles of Incorporation, bylaws (if any) and shareholder control agreement (if any) of this Corporation and to provide the names and specimen or facsimile signatures on incumbency certificates and /or signature cards if requested of the person(s) authorized therein, and that the foregoing resolutions, incumbency certificates and signature cards and the authority thereby conferred shall remain in full force and effect until this Corporation notifies the Bank to the contrary in writing, and the Bank may conclusively presume that such resolutions, incumbency certificates and signature cards are in effect and that the persons identified therein from time to time as officers of the Corporation have been duly elected or appointed to and continue to hold such offices. FURTHER RESOLVED, that this Corporation assumes full responsibility and holds harmless the Bank for any and all payments made or any other actions taken by the Bank in reliance upon the signatures, including facsimiles thereof, of any person or persons holding the offices of this Corporation designated above regardless of whether or not the use of a facsimile signature was unlawful or unauthorized and regardless of by whom or by what means the purported signature or facsimile signature may have been affixed to any instrument if such signatures resemble the specimen or facsimile signatures as provided to the Bank or for refusing to honor any signatures not provided to the Bank or for honoring any requests for the transfer of funds or money between accounts, and that this Corporation agrees to indemnify and hold harmless the Bank against any and all claims, demands, losses, costs, damages or expenses suffered or incurred by the Bank resulting from or arising out of any such payment or other action. I hereby certify that I am the duly elected, qualified and acting Village Clerk and the custodian of the records and seal (if any) of the above -named Corporation; that the foregoing is a true and correct copy of resolutions duly adopted in accordance with law and the Articles of Incorporation, bylaws (if any) and shareholder control agreement (if any) of said Corporation by consent of the required number of directors or shareholders, or at a meeting of a quorum of the board of directors or shareholders on Anr; 1 20 , 19 98 , and that said resolutions, not being in conflict with those Articles of Incorporation, bylaws and shareholder control agreement, are now in full force and effect. AYES: 5 — Reid, Rubin Braiman, Hendricks, Glover NAYES: [AFFIX SEA or the corporation has no seal Title: Village Clerk Rev. 11/97 corpdepb day of —, 19 98 American Enterprise Bank 600 N. Buffalo Grove Road 0 r LOC : 0001 Buffalo Grove, IL 60089 CORPORATE INCUMBENCY CERTIFICATE The undersigned, janat M_ Sirabian. Village Clerk , of the Village of Buffalo Grove, _Illinois , a(n) Illinois municipaporporation, hereby certifies that as of the date set forth below, the following individuals are the duly electea and acting offiae rs and /or authorized employees of the above -named corporation and that the signature next to each name is the true and correct, signature of such person: Name ature Village President Chairman of the Board Sidney Mathias Z;�Z � eil�age Nana er Cie x cutive Officer President &iet*ti %%cPa�bmceor Vice President Treasurer &k4"e Clerk Assistant Treasurer Assistant Secretary Other: Joseph P. Tenerelli 10- Janet M. Sirabian IN WITNESS WHEREOF, I have affixed my name in my official capacity as Village Clerk and have caused the seal of the corporation (if any) to be hereunto affixed, this 20th day of April , 19 98 . AFFIX SEAL HERE (Z1 m.e.V TYV. Q Title: Village Clerk or the corporation has no seal Rev. 11/97 incumb American Enterprise Bank • 600 N. Buffalo Grove Road Buffalo Grove, IL 60089 American Enterprise Bank Permanent Signature Card Additional Signers ACCOUNT NUMBER Account Title for BUSINESS CHECKING ACCOUNT NUMBER LO�RE DATE Y OF SIG 1 ACCOUNT MAILING ADDRESS K PRODUCT NUMBER SIDNEY MATH 50 RAUPP BLVD BUFFALO GROVE IL 60089' ACCOUNT TAX ID 3#- ;:i'2SOS1 X Tr The depositor(s) acknowledge(s) receipt of a coppy of the rules or agreements reg- OFFICER 010 JAN IRABIAN ulati this account and a ree(s) to be bound by them and b any amendments to them. The depositor(s) certifies to the truthfulness of the tax withholding certificate appearing on the reverse side. THE IRS DOES NOT REQUIRE YOUR DOCUMENT OTHER THAN THE BY CONSENT TO ANY PROVISION OF THIS CERTIFICATIONS REQUIRED TO AVOID BACKUP WITHHOLDING. ACCEPTED J Becker X TYPE OF ACCOUNT XBILL Corporation BRIMM REVIEWED BY X RP /OF X WILLIAM BALLING Rev. 8/96 signfO6b ,1 Ew TO: William R. Balling FROM: William H. Brimm DATE: April 16, 1998 SUBJECT: Corporate Banking Resolution • ITEM XI. (B) Attached, please find a corporate banking resolution for review and consideration by the President and Board of Trustees that authorized the opening of a banking relationship between the Village and American Enterprise Bank. This relationship is sought at this time to further diversify our base of depository institutions that are within the Village. Deposits will be limited initially to certificates of deposit drawn from fund currently within our account with the Illinois State Treasurer's Investment Pool (IPTIP). Criterion for the maintenance of the relationship will be adherence to our deposit and investment policies, a copy of which will be sent to their attention upon approval of the resolution as well as offering competitive rates for our deposits. L JL ,(. Lt- William H. Brimm