Cambridgeport Business Internet Banking Application
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________________________________________
Business Name
SSN/TAX ID _________________________
__________________________________________________________________________________________
Street Address
City
State
Zip Code
__________________________________________________________
E-Mail Address
The Company requests the ability to view activity in the following accounts using the Business Internet Banking Service:
____________________________
____________________________
____________________________
_____________________________
_____________________________
____________________________
The Company requests the ability to transfer funds from the following accounts using the Business Internet Banking Service. (Note: All accounts listed must have the same Tax Identification Number. Transfers cannot be made from Passbook or Certificate of Deposit accounts)
____________________________
_____________________________
____________________________
____________________________
_____________________________
____________________________

The Company requests the ability to pay bills from the following account (the "Designated Account") using the Business Internet Banking Service. (Note: Bill payments can only be made from a designated checking account)

____________________________

The Company has reviewed on-line, and agrees to be bound by Cambridgeport Bank's Internet Banking Services Agreement, Terms and Conditions and Disclosures and Truth-in-Savings Disclosure, including the Electronic Fund Transfers section thereof, as amended from time to time, and agrees to pay all fees and charges imposed by the Bank in connection with the Account(s) and the services selected above. All of the selections set forth above have been duly authorized and agreed to by the Company and shall apply to and be binding upon all successors to the Company without the need or requirement of any subsequent ratification by any such successor.

__________________________________________________ ___________________________ ______________
By:
Title
Date

I certify that, as of the date hereof, the person signing above is, as applicable, an officer, managing or general partner, manager or authorized member of the Company with authority to bind the Company, and the signature above is his/her true signature.

Name: _________________________ Title: ________________ Signature: ____________________________

Please complete and return the application and Business Resolution to your local Branch office or mail to:
Cambridgeport Bank
Attn Internet Banking
1380 Soldiers Field Road
Brighton, Ma 02135


** Application must accompany an updated/ new Business Resolution



CAMBRIDGEPORT BANK
BUSINESS ACCOUNT RESOLUTIONS

I/We certify to Cambridgeport Bank (the "Bank") that the following Business Resolutions (the "Resolutions") were adopted with all necessary approvals on ________________________ (date of adoption) by the:

o Board of Directors o General Partner(s) o Members/Manager of Limited Liability Company
o Sole Proprietor o Trustee(s) o Other ___________________________

of ____________________________________________________ (the "Business")
Legal Name of Business Entity
___________________________________________________________________
Business Address City State Zip Code _____________________________
Taxpayer Identification Number

o Corporation o Sole Proprietorship o Limited Liability Company o Unincorporated Association or Organization
o General Partnership o Limited Partnership o Limited Liability Partnership o Other (specify):____________________

organized under the laws of ________________________ (state or country)

I/We further certify that the following is a true and correct copy of such Resolutions and that such Resolutions continue in full force and effect without amendment or alteration on the date hereof and are in all respects in conformity with and authorized by any articles of organization, certificate of incorporation, charter, by-laws, declaration of trust, partnership agreement, operating agreement or other governing instrument(s) in force at the time of adoption of said Resolutions and at the present time and that the Business shall notify the Bank in writing immediately of any changes.

DEPOSIT ACCOUNTS

RESOLVED: That for purposes of establishing one or more commercial deposit accounts with the Bank and utilizing the products and services offered by the Bank in connection therewith, the Business shall submit an application or request therefor in a form provided by the Bank and in so doing shall agree to be bound by the provisions thereof and by (i) the Bank's rules and regulations applicable to such commercial deposit accounts; (ii) the Bank's Electronic Funds Transfer and Funds Availability Disclosures; (iii) the Bank's terms and conditions and/or rules and regulations for any business services selected by the Business from time to time; and (iv) the Bank's commercial deposit account fee schedule, as each of them may be amended by the Bank from time to time, and that in order to accomplish the foregoing, the individual whose name and title appears below as the primary Authorized Representative be, and hereby is, authorized on behalf of the Business, acting singly, to execute the application or request and all other documents required by the Bank to be executed by the Business in connection therewith, including without limitation a Request for Taxpayer Identification Number and Certification (IRS Form W-9 or Substitute Form W-9).

RESOLVED: That the Bank be, and hereby is, designated a depository of funds of the Business with the authority to accept at any time for the credit of the Business deposits in checking, savings, money market, term or any other accounts, by whomsoever made in whatever manner endorsed; and, without limiting the generality of the foregoing, which endorsement may be in writing, by stamp, or otherwise and which endorsement may be effectively made with or without designation or signature of the person so endorsing; and all funds in the Business' accounts shall be subject to the by-laws, rules, account agreements, regulations and conditions of the Bank governing deposits now in effect or hereafter adopted by the Bank; and the Bank shall not be liable in connection with the collection of such items which are handled by the Bank without negligence and the Bank shall not be liable for the acts of its agents, subagents or for any casualty.

RESOLVED: That the Bank be, and hereby is, authorized and directed to pay or otherwise honor checks, drafts, notes, bills of exchange, acceptances, undertakings and other instruments or orders for the payment, transfer or withdrawal of money for whatever purpose and to whomsoever payable when made, signed, accepted or endorsed by the signature, actual or purported facsimile signature, or oral direction of any one (1) of the persons designated below as an Authorized Representative.

RESOLVED: That the Business assumes full responsibility for (A) the use of actual or purported facsimile signature(s) of any individual identified below as an Authorized Representative on checks, drafts or orders of the Business drawn on the Bank, and for payments made by the Bank in reliance thereon, which payments may be charged to the account of the Business regardless of by whom or by what means the actual or purported facsimile signature(s) may have been affixed or impressed; (B) the oral direction of any individual identifying himself or herself to be an individual identified below as an Authorized Representative, the Bank not having any obligation to verify the identity of any such individual, provided the Bank acts in good faith; and (C) the possession and/or use of any Business ATM Card(s) issued by the Bank, whether or not any such Card was, in fact, used by a duly authorized representative of the Business, unless and until the Bank has received written notice that the Card issued to the Business has been lost or stolen and the Bank has a reasonable period of time to act on such notice.

WIRE TRANSFER AUTHORIZATION

RESOLVED: That any one or more of the individuals identified below as Authorized Representatives may be designated in an application or service request for business services as having Wire Transfer Authorization and all such individuals shall be, and hereby are, authorized on behalf of the Business, acting singly, to initiate by signature, actual or purported facsimile signature, or oral direction the transfer of funds by wire, telex, book entry or other means (hereinafter "wire transfers") from any account of the Business, where permitted by the Bank, and to delegate in writing from time to time to other persons the authority granted hereunder to initiate wire transfers on behalf of the Business.

BUSINESS INTERNET BANKING AUTHORIZATION

RESOLVED: That any one or more of the individuals identified below as Authorized Representatives may be designated in an application or service request as having Business Internet Banking Authorization and all such individuals shall be, and hereby are, authorized on behalf of the Business, acting singly, to initiate by computer any Business Internet Banking transaction, which may include without limitation, transferring funds between and making payments from eligible commercial deposit accounts; and to delegate in writing from time to time to other persons the authority granted hereunder to initiate Business Internet Banking transactions on behalf of the Business.

OTHER BUSINESS SERVICES

RESOLVED: That the individual whose name and title appears below as the primary Authorized Representative be, and hereby is, authorized on behalf of the Business, acting singly, to request that the Bank provide to the Business such other business services as the Bank may offer from time to time; that any one or more of the individuals identified below as Authorized Representatives may be designated in the application or request as having authorization to use such business services, and all such individuals shall be, and hereby are, authorized on behalf of the Business, acting singly, to use such business services, including to request and obtain from the Bank one or more personal identification numbers (PIN) for use with business ATM cards; to enter into a written lease for renting and maintaining a safe deposit box at the Bank; and to delegate in writing from time to time to other persons the authority granted hereunder to use such business services.

GENERAL

RESOLVED: That all appointments, designations, and delegations relative to the authority of any individual to act on behalf of the Business as set forth herein shall remain in full force and effect until the Bank's receipt of official written notice (accompanied by such evidence of the authority of the individual giving such notice as the Bank may reasonably require) of the revocation or modification of such authority; that the Bank may rely on this document until the Bank has actually received written notice to the contrary and has a reasonable period of time to act on such notice; and that the Business shall, and by adoption of these Resolutions does, agree to indemnify the Bank against any claim resulting from payments made pursuant to, or action taken in good faith reliance upon, any authorization contained in these Resolutions, including any actions taken after a change in the ownership, membership, management or legal structure of the Business but before the Bank has actual notice of such change and a reasonable period to act upon such notice.

RESOLVED: That any and all resolutions of the Business that are or may be in conflict with any of the foregoing be, and hereby are, revoked.


BEARING FACSIMILE SIGNATURE(S)
Cambridgeport Bank, Cambridge Massachusetts (hereinafter, the "Bank") as a depository of this entity's funds is hereby authorized and directed to honor checks, drafts, and other written orders for the payment of money to whomsoever payable, including those drawn to the individual order of a signer, drawing upon this entity's account(s) with the Bank (even if an overdraft is created thereby) and bearing any of the following facsimile signature(s).

PLACE FACSIMILE
SIGNATURE(S) HERE: _________________________________________________


BANK'S HONORING OF ITEMS
BEARING FACSIMILE SIGNATURE(S)

The Bank may charge against this entity's account(s) with the Bank for any payment made by the Bank in good faith reliance (which shall be presumed) upon the facsimile signature(s) described above, upon any check, draft, or other written order presented to the Bank, regardless of by whom or by what means the actual or purported facsimile signature(s) may have been affixed or impressed if such signature(s) resemble the facsimile specimen(s) duly certified to or filed with said Bank. This entity assumes full responsibility for, and shall indemnify, defend, and hold the Bank harmless of and from any loss, liability or damage the Bank may suffer or incur on account thereof.


CONTINUATION OF AUTHORITY
The foregoing shall remain in full force and effect with the Bank permitted to rely thereon, until ten (10) days following the actual receipt by the Bank of written notice given it by the person, officer, trustee or the like, certifying this Authorization or the revocation of this Authorization, which revocation shall affect the Bank's honoring of checks, drafts, or other written orders bearing the facsimile signature(s) covered by such revocation prior to the expiration of such ten (10) day period.

AUTHORIZED REPRESENTATIVES

The undersigned certifies that the following individuals are empowered to act for and on behalf of the Business as Authorized Representatives in accordance with the authority prescribed herein:

Name Title Signature

Primary _____________________________ ____________________ _________________________________


Additional ___________________________ ____________________ __________________________________


Additional____________________________ ____________________ _______________________________________


Additional____________________________ ____________________ _______________________________________


IN WITNESS WHEREOF, I/We have signed this certificate on the _____ day of ___________________, 20_____.


___________________________________________ ______________________________________________
Title

___________________________________________ ______________________________________________
Title


I certify that, as of the date hereof, each of the persons signing above is, as applicable, an officer, managing or general partner, manager or authorized member of the Business with authority to bind the Business, and the signature above is his/her true signature.

_____________________________________________

Name: _______________________________________

Title: _________________________