A RESOLUTION AUTHORIZING THE TOWN MANAGER, DEPUTY TOWN MANGAGER, ASSISTANT TOWN MANAGER AND FINANCE DIRECTOR TO SIGN, ACT, GIVE INSTRUCTIONS, ACCESS INFORMATION, USE SUNTRUST’S SERVICES, PERFORM TRANSACTIONS, ENTER INTO AGREEMENTS AND DELEGATE AUTHORITY

A RESOLUTION AUTHORIZING THE TOWN MANAGER, DEPUTY TOWN MANGAGER, ASSISTANT TOWN MANAGER AND FINANCE DIRECTOR TO sign, act, give instructions, access information, use SunTrust’s services, perform transactions, enter into agreements and delegate authority on behalf of the Town of Chapel Hill (2006-09-11/R-5)

WHEREAS, the Town of Chapel Hill wishes to continue to receive banking services from SunTrust Bank; and

WHEREAS, the Town has a new Town Manager who is not a party to the current banking agreement;

NOW, THEREFORE, BE IT RESOLVED by the Council of the Town of Chapel Hill that SunTrust (the Bank) be and is hereby designated a depository for the Town of Chapel Hill (Town); that any one of the individuals or entities named below is an “Authorized Signer” for all Town Accounts with the Bank and is authorized to act, give instructions, access information, use the Bank’s services, and perform transactions on behalf of the Town with respect to any Accounts of the Town with the Bank or services provided to the Town by the Bank, to enter into on behalf of the Town any of the Bank’s agreements including checking, savings, certificates of deposit, wire or electronic funds transfer, night deposit, cash management, or other treasury management service agreements and to delegate to any other individual or entity his or her authority to act, give instructions, access information, use the Bank’s services, perform transactions, and enter into agreements on behalf of the Town, including agreements that delegate his or her authority to other individuals or entities with respect to the Town’s Accounts or the Bank’s services; that the Town shall be bound by the terms and conditions of all such agreements and the Bank’s Rules and Regulations for Deposit Accounts related thereto, all as now existing or as amended from time to time; and that any Authorized Signer named below, is authorized on behalf of the Town to sign and to endorse for deposit, negotiation or collection, any and all checks, drafts, certificates of deposit, savings certificates, items or other instruments or written orders for the payment of money payable by or to the order of the Town. Signatures and endorsements, if any, may be in writing, by stamp, or otherwise affixed, with or without the designation or signature of the person so endorsing, it being understood that all prior endorsements on such items are guaranteed by the Town, regardless of the lack of an express guarantee in the endorsement of the Town; and

BE IT FURTHER RESOLVED, SunTrust is hereby directed to honor, pay and charge to the Accounts of the Town, without inquiry as to the circumstances of the issuance or application of the proceeds of, any checks, drafts, items or other written orders on any of the Town’s Accounts with SunTrust, whether payable to, endorsed or negotiated by or for the credit of any person signing the same or any other of the Authorized Signers names below when signed by any of the Authorized Signers named below:

Roger L. Stancil Town Manager

Florentine A. Miller Deputy Town Manager

Bruce A. Heflin Assistant Town Manager

Kay Johnson Finance Director

This is the 11^th day of September, 2006.