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Res 07-75 Amending the Authorized Signers on the Depository AccountsTOWN OF WESTLAKE RESOLUTION NO. 07-75 A RESOLUTION OF THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS, AMENDING THE AUTHORIZED SIGNERS ON THE TOWN OF WESTLAKE DEPOSITORY ACCOUNTS WITH FIRST FINANCIAL BANK. WHEREAS, authorized signers of the Town of Westlake depository accounts may require amendments at certain times due to changes in structure and/or persomiel; and WHEREAS, recent changes in Town personnel and Board appointments have necessitated such amendments. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE: SECTION 1: That the Town of Westlake Board of Aldermen does hereby appoint Joe C. Hennig, Debbie J. Piper, and Donald R. Redding as authorized signers on the Town of Westlake depository accounts with First Financial Bank. SECTION 2: That this Resolution shall become effective upon the date of its passage. PASSED AND APPROVED ON THIS 26TH DAY OF NOVEMBER 2007. ATTEST: i Sutter, TRMC, Town Secretary APPROV S TO ORM: i L. Stanton 1&yr Town Attorney Scott Bradley, Mayor Jo Hennig, I own Manager CiF #: TAA0010 First Financial Bank, N.A. Southlake 95 Trophy Club Dr PO Box 1700 Trophy Club, TX 76262 (817) 329-6615 OWNERSHIP OF ACCOUNT - CONSUMER (Select one by placing your initials next to account selected.) UNIFORM SINGLE -PARTY OR MULTIPLE -PARTY ACCOUNT SELECTION FORM NOTICE: THE TYPE OF ACCOUNT YOU SELECT MAY DETERMINE HOW PROPERTY PASSES ON YOUR DEATH. YOUR WILL MAY NOT CONTROL THE DISPOSITION OF FUNDS HELD IN SOME OF THE FOLLOWING ACCOUNTS. ❑ SINGLE -PARTY ACCOUNT WITHOUT "P.O.D." (Payable on Death) DESIGNATION Q SINGLE -PARTY ACCOUNT WITH "P.O.D." (Payable on Death) DESIGNATION ❑ MULTIPLE -PARTY ACCOUNT WITHOUT RIGHT OF SURVIVORSHIP ❑ MULTIPLE -PARTY ACCOUNT WITH RIGHT OF SURVIVORSHIP ❑ MULTIPLE -PARTY ACCOUNT WITH RIGHT OF SURVIVORSHIP AND "P.O.D." (Payable on Death) DESIGNATION ❑ CONVENIENCE ACCOUNT ❑ TRUST ACCOUNT (name beneficiaries below) ❑ TRUST ACCOUNT SUBJECT TO SEPARATE AGREEMENT DATED: ❑ OTHER NAME OR NAMES OF BENEFICIARIES: OWNERSHIP OF ACCOUNT - BUSINESS PURPOSE ❑ SOLE PROPRIETORSHIP ❑ LIMITED LIABILITY COMPANY ❑ CORPORATION: ❑ FOR PROFIT ❑ NOT FOR PROFIT PARTNERSHIP ff] Municipality BUSINESS: Municipality COUNTY & STATE Tarrant TX OF ORGANIZATION; AUTHORIZATION DATED: ❑ NEW Q EXISTING TYPE OF ❑ CHECKING ❑ SAVINGS ACCOUNT ❑ MONEY MARKET ❑ CERTIFICATE OF DEPOSIT ® NOW ❑ ACCOUNT NAME: NOW Public Funds ❑ This is a Temporary account agreement. BACKUP WITHHOLDING CERTIFICATIONS TIN: 75-2449357 9 TAXPAYER I.D. NUMBER - The Taxpayer identification Number shown above (TIN) is my correct taxpayer identification number. ® BACKUP WITHHOLDING - I am not subject to backup withholding either because I have not been notified that I am subject to backup withholding as a result of a failure to report all interest or dividends, or the Internal Revenue Service has notified me that I am no longer subject to backup withholding. ❑ EXEMPT RECIPIENTS - i am an exempt recipient under the Internal Revenue Service Regulations, SIGNATURE: I rtify under penal ' of perjury the statements checked in this section and that I am a S rsoa (includinn resident alien). 01992 Bankers Systems, Inc., St. Cloud, MN Form MPSC-LAZ-TX 8113126{ ACCOUNT 91110006912 NUMBER ACCOUNT OWNER(S) NAME & ADDRESS Town of Westlake Enterprise Fund 3 Village Cr Ste 202 Westlake TX 76262-5220 Revised Date: 11/26/07 chane signers DATE OPENED 1-0/02/06 BY TARA BROWN INITIAL DEPOSIT $ ❑ CASH ❑ CHECK ❑ HOME TELEPHONE # DRiVER'S LICENSE # E-MAIL EMPLOYER BUSINESS PHONE# (817) 430-0941 Name and address of someone who will always know your location: New signers Number of signatures required for withdrawal 2 saver $1.0,000 FACSIMILE SIGNATURE(S) ALLOWED? 0 YES ❑ NO Ix I— SIGNATURE(S) - The undersigned agree to the terms stated on every page of this form and acknowledge receipt of a completed copy. The undersigned further authorize the financial institution to verify credit and employment history and/or have a credit reporting agency prepare a credit report on the undersigned, as individuals. The undersigned also acknowledge the receipt of a copy and agree to the terms of the following disclosureis]: © Electronic Fund Transfers ® Funds Availability ® Privacy Truth in Savings/1❑Revised Date: 11/26/07 {1): IX J Debbie Pip inance Director I.D. #0 G Other D. L. 7 {2)' XJJoe ennig- rim own Mgr I.D. D _ i3): [X I Doan.. R Redding Mayor Pro Tem W. # Other ;;g�Li' r D.L.# l {4); LX J I.D. # Other D.L.# ❑ The person(s) named below are Convenience Signers only (not owners) [X I.D. # Other D.L.# �X ] ID # 0th r e D.L.# (page 7 of 2J YOUR DEPOSIT ACCOUNT TERMS AND CONDITIONS AGREEMENT - These terms govern the operation of this account unless varied or supplemented in writing. Unless it would be inconsistent to do so, words and phrases used in this document should be construed so that the singular includes the plural and the plural includes the singular. As used in this form, the words "we," "our," or "us" mean the financial institution and the words "you" or "your" mean the account holder(s). This account may not be transferred or assigned without our written consent. Much of our relationship with our deposit customers is regulated by state and federal law, especially the law relating to negotiable instruments, the law regulating the methods of transferring property upon death and the rights of surviving spouses and dependents, the law pertaining to estate and other succession taxes, the law regarding electronic funds transfer, and the law regarding the availability of deposited funds. This body of law is too large and complex to be reproduced here. The purpose of this form is to: (1) summarize the rules applicable to the more common transactions; (2) establish rules to govern transactions or circumstances which the law does not regulate; and (3) establish rules for certain events or transactions which the law already regulates but permits variation by agreement. We may permit some variations from this standard agreement, but any such variations must be agreed to in writing either on our signature card for the account or in some other written form. LIABILITY - Each of you agrees, for yourself {and the person or entity you represent if you sign as a representative of another) to the terms of this account and the schedule of charges that may be imposed. You authorize us to deduct these charges as accrued directly from the account balance. You also agree to pay additional reasonable charges we may impose for services you request which are not contemplated by this agreement. Each of you also agrees to be jointly and severally liable for any account deficit resulting from charges or overdrafts, whether caused by you or another authorized to withdraw from this account, and the costs we incur to collect the deficit including, to the extent permitted by law, our reasonable attorneys' fees. DEPOSITS - Any items, other than cash, accepted for deposit (including items drawn "on us") will be given provisional credit only until collection is final (and actual credit for deposits of, or payable in, foreign currency will be at the exchange rate in effect on final collection in U.S. dollars). Subject to any other limitations, interest will be paid only on collected funds, unless otherwise provided by law. We are not responsible for transactions initiated by mail or outside depository until we actually record them. All transactions received after our "daily cut-off time" on a business day we are open, or received on a day in which we are not open for business, will be treated and recorded as if initiated on the next following business day that we are open. WITHDRAWALS - Unless otherwise clearly indicated on the account records, any one of you who signs this form including authorized signers, may withdraw or transfer all or any part of the account balance at any time on forms approved by us. Each of you (until we receive written notice to the contrary) authorizes each other person signing this form to endorse any item payable to you or your order for deposit to this account or any other transaction with us. We may charge your account for a check, even though payment was made before the date of the check, unless we have received written notice of the postdating in time to give us a reasonable opportunity to act. The fact that we may honor withdrawal requests which overdraw the finally collected account balance does not obligate us to do so, unless required by law. Withdrawals will first be made from collected funds, and we may, unless prohibited by law or our written policy, refuse any withdrawal request against uncollected funds, even if our general practice is to the contrary. We reserve the right to refuse any withdrawal or transfer request which is attempted by any method not specifically permitted, which is for an amount less than any minimum withdrawal requirement, or which exceeds any frequency limitation. Even if we honor a nonconforming request, repeated abuse of the stated limitations (if any) may eventually force us to close this account. We will use the date a transaction is completed by us (as opposed to the day you initiate it) to apply the frequency limitations. On interest-bearing accounts other than time deposits, we reserve the right to require at least seven days' written notice before any withdrawal or transfer. Withdrawals from a time deposit prior to maturity or prior to the expiration of any notice period may be restricted and may be subject to penalty. See your notice of penalties for early withdrawal ACK AND WIRE TRANSFERS -.-This agreement is subject-to Article 4A of the Uniform Commercial Code in the state in which you have your account with us. if you originate, a fund transfer for which .Fedwire is used, and you identify „ try, -name. ;and ' number a beneficiary i"financial,'' institution, an intermediary financial institution or a beneficiary, we'and every receiving or beneficiary financial institution may rely on the identifying number to make payment. We may rely on the number even if it identifies a financial institution, person or account other than the one named. You agree to be bound by automated clearing house association rules. These rules provide, among other things, that payments made to you, or originated by you, are provisional until final settlement is made through a Federal Reserve Bank or payment is otherwise -made as provided in Article 4A-4O3(a) of the Uniform Commercial Code. If we do not receive such payment, we are entitled to a refund from you in the amount credited to your account and the party originating such payment will not be considered to have paid the amount so credited. if we receive a credit to an account you have with us by wire or ACH,- we are not required to give you any notice of the payment order or credit. OWNERSHIP OF ACCOUNT AND BENEFICIARY DESIGNATION - You intend these rules to apply to the account depending on the form of ownership and beneficiary designation, if any, specified on page 1. We make no representations as to the appropriateness or effect of the ownership and beneficiary designations, except as they determine to whom we pay the account funds. Further, the type of account you select may determine how property passes on your death. Your will may not control the disposition of funds held in some o€.the following accounts. Single-Party Account Without P.O.D. Designation - The party to the account owns the account. On the death of the party, ownership of the account passes as a part of the party's estats under the party's will or by intestacy. Single-Party Account With P.O.D. Designation - The party to the account owns the account. On the death of the party, ownership of the account passes to the P.O.D. beneficiaries of the account. The account is not a part Of the party's estate. Multiple-Party Account Without Right of Survivorship - The parties to the account own the account in proportion to the parties' net contributions to the account. We may pay any sum in the account to a party at any time. On the death of a party, the party's ownership of the account passes as a part of the party's estate under the party's will or by intestacy. Multiple -Party Account With Right of Survivorship - The parties to the account own the account in proportion to the parties' net contributions to the account. We may pay any sum in the account to a party at any time. On the death of a party, the party's ownership of the account passes to the surviving parties. Multiple -Party Account With Right of Survivorship and P.O.D. Designation - The parties to the account own the account in proportion to the parties' net contributions to the account. We may pay any sum in the account to a party at any time. On the death of the last surviving party, the ownership of the account passes to the P.O.D. beneficiaries. Convenience Account - The parties to the account own the account. One or more convenience signers to the account may make account transactions for a party. A convenience signer does not own the account. On the death of the last surviving party, ownership of the account passes as a part of the last surviving party's estate under the last surviving party's will or by intestacy. The financial institution may pay funds in the account to a convenience signer before the financial institution receives notice of the death of the last surviving party. The payment to a convenience signer does not affect the parties' ownership of the account. Trust Account - The parties named as trustees to the account own the account in proportion to the parties' net contributions to the account. A trustee may withdraw funds from the account. A beneficiary may not withdraw funds from the account before all trustees are deceased. On the death of the last surviving trustee, the ownership of the account passes to the beneficiary. The trust account is not a part of a trustee's estate and does not pass under the trustee's will or by intestacy, unless the trustee survives all Of the beneficiaries and all other trustees. Organizational Accounts - We will usually require a separate authorization form designating the person permitted and conditions required for withdrawal from any account in the name of a legal entity such as an organization. We will honor such authorization according to its terms until it is amended or terminated in writing by the governing body of such organization. STOP -PAYMENTS - You must make any stop -payment order in the manner required by law and we must receive it in time to give us a reasonable opportunity to act on it before our stop -payment cut-off time. To be effective, your stop -payment order must precisely identify the number, date and amount of the item, and the payee. Our stop -payment cut-off time is .one hour after the opening of the next banking day after the banking day on which we receive the item. Additional limitations on our obligation to stop -payment are provided by law. You may stop payment on any item drawn on your account whether you sign the item or not, if you have an equal or greater right to withdraw from this account than the person who signed the item. A release of the stop -payment request may be made only by the person who initiated the stop -payment. AMENDMENTS AND TERMINATION - From time to time we may amend any term of this agreement upon giving you reasonable notice in writing or by any other method permitted by law, including, in appropriate circumstances, posting notice in our building. We may also close this account at any time Upon reasonable notice to you and tender of the account balance personally or by mail. Notice from us to any one of you is notice to all of you. STATEMENTS - You must examine your statement of account with "reasonable promptness." If you discover (or reasonably should have discovered) any unauthorized payments or alterations, you must promptly notify us of the relevant facts. If you fail to do either of these duties, you will have to either share the loss with us, or bear the lass entirely yourself (depending on whether we used ordinary care and, if not, whether we contributed to the loss). The loss could be not only with respect to items on the statement but other items forged or altered by the same wrongdoer. You agree that the time you have to examine your statement and report to us will depend on the circumstances, but will not, in any circumstance, exceed a total of 30 days from when the statement is first made available to you. You further agree that if you fail to report any unauthorized signatures, alterations, forgeries or any other errors in your account within 60 days of when we make the statement available, you cannot assert a claim against us on any items in that statement, and the loss will be entirely yours. This 60 day limitation is without regard to whether we exercised ordinary care. The limitation in this paragraph is in addition to that contained in the first paragraph of this section. DIRECT DEPOSITS - If, in connection with a direct deposit plan, we deposit any amount in this account which should have been returned to the Federal Government for any reason, you authorize us to deduct the amount of our liability to the Federal Government from this account or from any other account you have with us, without prior notice and at any time, except as Prohibited by law. We may also use any other legal remedy to recover the amount of our liability. TEMPORARY ACCOUNT AGREEMENT - If this option is selected, we may restrict or prohibit further use of this account if you fail to comply with the requirements we have imposed within a reasonable time. SETOFF - We may (without prior notice and when permitted by law) set off the funds in this account against any due and payable debt you owe us now or in the future, by any of you having the right of withdrawal, to the extent Of such persons' or legal entity's right to withdraw. If the debt arises from a note, "any due and payable debt" includes the total amount of which we are entitled to demand payment under the terms of the note at the time we set off, including any balance the due date for which we properly accelerate under the note. This right of setoff does not apply to this account if: (a) it is an IRA or other tax-deferred retirement account, or (b) the debt is created by a consumer credit transaction under a credit card plan (but this does not affect our rights under any consensual security interest), (c) the debtor's right of withdrawal only arises in a representative capacity, or (d) the debt is created by a home equity loan. We will not be liable for the dishonor of any cheek when the dishonor occurs because we set off a debt against this account. You agree to hold us harmless from any claim arising as a result of our exercise of our right of setoff. FACSIMILE SIGNATURES - You authorize us, at any time, to charge you for all checks, drafts, or other orders, for the payment Of money, that are drawn on us regardless of by whom or by what means the facsimile signature(s) may have been affixed so long as they resemble the facsimile signature specimen on page 1 of this agreement, or that are filed separately with us, and contain the required number of signatures for this purpose. (page 2of 2) F�per_� @1983, 1990, 1991 Bankers Systems, Trio., St. Cloud, MN Form MPSC-LAZ-TX 8113/2003 CORPORATE AUTHORIZATION RESOLUTION First Financial Bank, N.A. Sout:hlake By. Town of Westlake 95 Trophy Club Dr PO Bax 1700 Enterprise Fund Trophy Club, TX 76262 3 Village Cr Ste 202 Westlake TX 76262-5220 Referred to in this document as "Financial Institution" Referred to in this document as "Corporation" I, _ ei%AU 4M certify that I am Secretary (clerk/ of the above named corporation organized under the laws of S Federal Employer I.D. Number 75-2449357 , engaged in business under the trade name of Town of Westlake , and that the resolutions on this document are 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 11./26/07 (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 A. Debbie Piper Finance Director B. Joe C Hennig Interim Town Manager C. Don R Redding Mayor Pro Tem E E F X X X X F X X X X X X X Facsimile Signature (if used) 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.) '- Jicate A, B, C, Description of Power E, and/or F A, B, C (1) Exercise all of the powers listed in this resolution. (2) Open any deposit or share account(s) in the name of the Corporation. (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. Indicate number of signatures required 2 EFFECT ON PREVIOUS RESOLUTIONS This resolution supersedes resolution dated . If not completed, all resolutions remain in effect. CERTIFICATION OF AUTHORITY other 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 apt the resolutions on page 2 and to confer the powers granted above to the persons named who have full power and lawful authority to exercise gyne same. {Apply seal below where appropriate.) ❑ If checked, the Corporation is a non-profit corporation. In Witness Whereof, 1 have subscribed --7m7�yy, name to this docume and affixed the seal of the Corporation on (date). Attest by One Other Officer Secretary Ej(��"" 4 1965, 1997 Bankers Systems, Inc., St. Cloud, MN Farm CA -1 511/2403 tpage 1 of 2) 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. 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 lnstitution,.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 at 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 at 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 f5<15j e @ 1985, 1997 Bankers Systems, Inc., St. C9oud, MN Form CA -1 5/1/2003 (page 2 of 2)