Certified Copy of Resolution - Liberty Online

Certified Copy of Resolution
Corporate and Limited Liability Corporation or Unincorporated Association
___________________________________________________________________________
Name of Entity (the “Company”)
The undersigned hereby certifies that he/she is duly elected, qualified and acting Secretary or Managing
Member of the Company, which Company is organized and existing under the laws of the State of
_______________________________, and that the following is a true and accurate copy of a resolution
unanimously adopted at a meeting of the Board of Directors of said Company duly called and held at its
offices on ____________________________, 20______, at which meeting a quorum was present and
voting throughout.
RESOLVED, that Tigers Credit Union, of Columbia, Missouri (“Credit Union”), be and it
hereby is designated a depository in which the funds of the Company may, from time to
time, subject to the rules, regulations, bylaws and policies of the Credit Union, which may
be amended from time to time, be deposited by any of its managers, members/owners,
officers, agents or employees; and that any manager, member/owner, officer, agent or
employee of this Company is hereby authorized on behalf of the Company and in its
name to endorse for deposit with the Credit Union, whether in demand or time accounts,
or for negotiation or collection, any and all checks, drafts, notes, certificates of deposit or
other instruments or orders for the payment of money payable to the Company, which
endorsement may be in writing, by stamp, or otherwise, with or without designation or
signature of the person so endorsing, it being understood that on all such items all prior
endorsements are guaranteed by the Company, irrespective of the lack of an express
guarantee in the endorsement of the Company.
FURTHER RESOLVED, that the Credit Union is hereby authorized and directed to
recognize any of the signatures of the managers, members/owners, officers of the
Company whose names and signatures appear below for the payment of funds from
the Company’s deposit accounts with the Credit Union and for the transaction of any
and all business with said Credit Union.
FURTHER RESOLVED, that the Credit Union is hereby authorized and directed to honor
and pay and charge to the account of the Company any wire transfers, checks, drafts,
notes, instruments or other orders for payment, withdrawal or transfer of funds or money
deposited in the account or to the credit of the Company and any instructions regarding
the same, and any authorizations for the transfer of funds between different accounts of
the Company, whether oral, by phone or electronic means, without injury as to the
circumstances related thereto and for whatever purpose or to whomever payable,
including requests for conversion of the same into cash as well as for deduction from
payment of cash out of any deposit, and whether or not payable to, endorsee or
negotiated by or for the credit of any person signing the same or any other manager,
member/owner, officer, agent or employee of the Company, when signed, accepted,
endorsed or approved as evidenced by original or facsimile signature by any of the
managers, members/owners, or officers of the Company whose names and signatures
appear below, and Company warrants that any orders for payment are made with
immediately available funds.

FURTHER RESOLVED, that the Credit Union be and is hereby authorized to comply
with any process, summons, order, injunction, execution, distrait, levy, lien, garnishment,
sequestration, or notice of any kind (hereinafter call “Process”) received by or served
upon the Credit Union, which in the Credit Union’s opinion affects any or all of the
Company’s deposit account with the Credit Union, and the Credit Union may, at its option
and without liability, thereupon refuse to honor orders to pay or withdraw sums from any
and all of the Company’s deposit accounts and may either hold the balance over to the
sources of the Process.
FURTHER RESOLVED, that the Company assumes full responsibility and holds
harmless the Credit Union for any and all payments made or any other actions taken
by the Credit Union in reliance upon the signatures, including facsimiles thereof, of any
person or persons identified as an authorized signatory, regardless of whether or not the
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 the
instrument if such signatures reasonably resemble the specimen of facsimile signatures
as provided to the Credit Union, or for refusing to honor any signatures not provided to
the Credit Union, and that the Company agrees to indemnify the Credit Union against any
and all claims, demands, losses, costs, damages or expenses, including but not limited
to reasonable attorney fees, suffered or incurred by the Credit Union resulting from or
arising out of any such payment, wire transfer or other action.
FURTHER RESOLVED, that this resolution shall continue in full force and effect until
written notice of revocation has been duly received by the Credit Union and the Credit
Union has had reasonable opportunity to act thereon.
FURTHER RESOLVED, that the Secretary, any Assistant Secretary or the Managing
Member of the Company, as the case may be, is hereby authorized and directed, from
time to time, to furnish the Credit Union statements of the names of the then officers
of the Company who are authorized to act under this resolution or any other resolution,
and the Credit Union shall be entitled to rely upon such statement until it receives a later
statement of such person or persons changing such names, and the Credit Union has
had reasonable time to act thereon.
FURTHER RESOLVED, that the Company acknowledges and agrees that the Credit
Union may rely on alternative signature and verification codes issued to or obtained
from any of the undersigned. The term “alternative signature and verification codes”
includes, but is not limited to, facsimile signatures on file with the Credit Union, personal
identification numbers (PIN), and digital signatures. If a facsimile signature specimen has
been provided on this resolution (or is filed separately by the Company with the Credit
Union from time to time), the Credit Union 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 Company authorizes each of the undersigned to have custody
of the Company’s private key used to create a digital signature and to request issuance
of a certificate listing the corresponding public key. The Credit Union shall have no
responsibility or liability for unauthorized use of alternative signature and verification
codes unless otherwise agreed in writing.
BE IT FURTHER RESOLVED, that nothing in this Agreement requires the Credit Union
to accept for deposit, transfer, negotiation, or otherwise, any item, including but not
limited to drafts, negotiable instruments, bills, and receivable.

BE IT FURTHER RESOLVED, that the Credit Union shall be liable only for the claims,
losses or damages directly caused by the gross negligence of its agents and employees
in performing their duties. The Credit Union shall not be liable for any consequential
or punitive damages. Authorized payees, authorized representatives and third-party
providers, vendors or processors of correspondent service do not have authority to act
on behalf of, and are not agents or employees of, the Credit Union, unless expressly
designated by the Credit Union. Further, the Credit Union shall not be liable for any
claims, losses or damages caused by acts of God, acts of governmental authority,
legal holidays, acts of public enemy, acts of war, riots, flood, civil commotion, power
shortages, labor difficulties (including, but not limited to, strikes or other work stoppages
or slow-downs) or other causes beyond the reasonable control of the Credit Union, its
agents or employees.
BE IT FURTHER RESOLVED, that any account subject to this resolution may be
charged such service fees and other charges as the Credit Union may establish for its
services. Such fees may be charged from time to time, with or without notice.
The undersigned further certifies that there is no provision in the Articles of Incorporation, as amended
to date, or the Management Agreement, as amended to date, or the bylaws of the Company limiting the
power of the Board of Directors to pass the foregoing resolution and that the same is in conformity with
the provisions of said Articles of Incorporation, Management Agreement and bylaws.
The undersigned acknowledges receipt of a separate Business Account Agreement setting forth specific
account terms. In the event that the terms of the Agreement and the Certificate conflict, this Certificate
shall control. The undersigned have read and agreed to the terms of the Agreement, as well as the
bylaws and policies of the Credit Union, and understand that they may be modified from time to time
as therein provided without affecting this certificate.
The undersigned hereby warrant that any check, wire transfer, or instrument, of any kind or nature,
is bona fide in every respect, is immediately available funds, and will not be dishonored.
The undersigned further certifies that the following are the names and signatures of the present officers
of said Company, who may transact business on the Account of the Company:
1. _________________________________________ ___________________________________
Name Title
______________________________________________________________*
Signature
__________________________________
Social Security Number
2. _________________________________________ ___________________________________
Name Title
______________________________________________________________*
Signature
__________________________________
Social Security Number

3. _________________________________________ ___________________________________
Name Title
______________________________________________________________*
Signature
__________________________________
Social Security Number
4. _________________________________________ ___________________________________
Name Title
______________________________________________________________*
Signature
__________________________________
Social Security Number
5. _________________________________________ ___________________________________
Name Title
______________________________________________________________*
Signature
__________________________________
Social Security Number
______________________________________________________________
Tigers Credit Union Representative
State of _____________________________________
County of ___________________________________
) ss:
On _______________________, 20_______, before me, personally appeared ______________________________,
known to me to be an officer of ______________________________________________________, described in and
who executed the foregoing instrument, and acknowledged execution of the same for and on behalf of said business.
__________________________________________________________
Notary Signature
______________________________________
My Commission Expires
*Please provide current drivers licenses for each signer.
All signatures must be witnessed by a Tigers Credit Union employee or notarized.

The authority contained herein shall not be affected by any dissolution, termination, or change in
the ownership/membership of the Company or any modification or termination of the powers of any
managers, members/owners, officers, agents or employees, but shall be and continue in full force and
effect, and be binding upon the Company and its successors, unless and until revoked or modified by
written notice duly signed, actually received by the Credit Union, provided that such notice shall not affect
any action taken in reliance hereon prior to the receipt thereof and shall not, in any even, be effective
until the Credit Union has had a reasonable time to act thereon after its receipt.
If Company is a corporation, the undersigned further certifies that a true and correct copy of the Articles
of Incorporation and all amendments thereto for the Company are attached hereto as Exhibit A, or if
Company is a limited liability corporation, then the undersigned certifies that a true and correct copy of the
Articles of Organization and all amendments thereto for the Company are attached hereto as Exhibit A.
The undersigned understand and agree that the Credit Union is not responsible for knowledge of the
Articles of Incorporation or Articles of Organization.
If the Company is a limited liability corporation, then the undersigned further certifies that a true and
correct copy of the Management Agreement and all amendments thereto for the Company are attached
hereto as Exhibit B.
If the Company is an unincorporated association under Missouri law, then the undersigned further
certifies that a true and correct copy of its Articles of Association are attached hereto as Exhibit A. In the
event that the Company is not incorporated or otherwise organized under Missouri law, then a certificate
of good standing to conduct or carry on the enterprise of the Company in Missouri is attached hereto as
Exhibit C.
Given under my hand this _________ day of ____________________________, 20______.
___________________________________________________________
Secretary of Managing Member (as applicable)
[Corporate Seal]
To Be Signed by an Officer Other than the Person Certifying the Resolution:
I, ________________________________________, ______________________________________
Name Title
of said Company, hereby certify that the foregoing is a correct copy of the resolution adopted as
above set forth.
___________________________________________________________________
Signature
___________________________________________________________________
Name
_________________________________________________
Title