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Appointment of Designated Authority
<br />V � .4_0'1 _22_07
<br />NOTE: Use this form to delegate and appoint persons to handle the administration and maintenance of depository accounts and treasury services, to issue
<br />fund transfer instructions, callback verifications and to issue instructions regarding credit facilities that have been established. Changes to the authorized
<br />signers for signature cards and persons authorized to execute depository services agreements or to be an Account Manager or for exewtion of loan
<br />documents establishing credit facilities are documented on other forms provided by or acceptable to Bank.
<br />This Appointment is provided to JPMOrgan Chase Bank, N.A. and its subsidiaries and affiliates (collectively, "Bank ") with respect to the administration, operation
<br />and maintenance of all credit facilities now or hereafter provided to Customer by Bank (collectively, the "Credit Faellltles ") and of all deposit accounts, treasury
<br />services and to provide funds transfer and other instructions (collectively, the "Instructions ") for any and all deposit accounts and treasury services that Customer
<br />currently has or may open in the future with Bank (collectively, the "Accounts ").
<br />"AUTHORIZED PERSON" is a person authorized by the applicable Customer resolutions and Appointments, Signature Cards, Certificate Regarding Accounts or
<br />other applicable documentation on file with Bank indicating those persons authorized by Customer to execute and deliver loan documents to Bank and to obtain
<br />advances or other extensions of credit from Bank and /or to appoint others to do so and /or sign for Customer on Accounts and to appoint others to do so, and to
<br />execute depository and treasury service agreements with Bank or is an Account Manager as defined in a Certificate Regarding Accounts.
<br />By signing on page two, the AUTHORIZED PERSON, on behalf of Customer, ratifies, certifies, confirms and approves all certifications, requests, elections or
<br />Instructions issued prior to the date of this Appointment in the name of Customer by any Designated Person set forth in this Appointment. Bank is released from
<br />any liability and shall be indemnified against any loss, liability or expense arising from its reliance upon this Appointment. This Appointment is in addition to, and
<br />does not affect the operation of any prior or future certificate or authorization by Customer of persons authorized to provide instructions with respect to the
<br />Accounts or Credit Facilities or other products and services of Bank, all of such certificates and authorizations shall continue in full force and effect unless specific
<br />written notice of termination or replacement is delivered to Bank or this Appointment indicates it is a replacement of a prior appointment.
<br />CREDIT FACILITIES
<br />Loan Advances and Administration of Credit Facilities Including but not limited to Interest Rate Elections and Periods ( "Advances /Rates ")
<br />Each person whose name appears under Designated Persons on page two and has the Advances /Rates box checked in the same section as the person's name is
<br />currently not an authorized signer on the Credit Facilities and is now being designated by the undersigned AUTHORIZED PERSON to be a Designated Person to
<br />handle the administration and operation of the Credit Facilities in the name of Customer in any manner, whether orally or in writing (including email, fax, telephone
<br />and other forms of communication) or otherwise acceptable to Bank. Bank may place telephone callbacks to any telephone numbers) of Customer as reflected in
<br />the records of Bank or to any other telephone number that any Designated Person or other person authorized to certify Designated Persons specifies to Bank from
<br />time to time. All such certifications, requests, elections or instructions verified by a person who purports to be a Designated Person or such other person in a
<br />telephone callback will be conclusively established (as between Customer and Bank) to be authorized by Customer. Bank will have no duty to monitor the receipt
<br />of written confirmations or to detect discrepancies between written confirmations and verbal certifications, requests, elections or instructions. The authority
<br />includes, but is not limited to: (i) certification of any Borrowing Base Certificates; (ii) requests for loans or advances under Credit Facilities; (iii) interest rate
<br />elections and periods under the Credit Facilities, (iv) wire transfer instructions with respect to loan advances and other instructions relating to the disbursement of
<br />proceeds of any loans or advances under the Credit Facilities; and (v) verifying, by telephone callback, verbal or written instructions issued in the name of
<br />Customer relating to any of the foregoing activities. Bank is authorized to charge the Credit Facilities in the name of the Customer for the amount of any loan or
<br />advance requests issued by an Designated Persons and for the amount requested in any wire transfer instruction or other instruction relating to the disbursement
<br />of proceeds of any loans or advances under the Credit Facilities. To the eMent that Bank elects to verify any requests or any other certifications, elections or
<br />instructions described above, Bank may rely upon telephone verification given by any Designated Person with respect to any callback regarding Credit Facilities.
<br />ACCOUNTS
<br />Issue Funds Transfer Instructions ( "FTS ")
<br />Each person whose name appears under Designated Persons on page two and has the FTs box checked in the same section as the person's name is currently
<br />not an authorized signer on the Accounts and is now being designated by the undersigned AUTHORIZED PERSON to be a Designated Person, to act singly, in
<br />connection with all Accounts, for the sole purpose of issuing funds transfer Instructions in the name of Customer to Bank in any manner, whether by telephone,
<br />fax, or otherwise. Bank is authorized to charge any Account of Customer for the amount of any Instructions issued by any Designated Person. Bank may rely
<br />upon telephone verification given by any Designated Person authorized to verify Instructions.
<br />Callback Verification Authority ( "CBV "1
<br />Each person whose name and telephone number appears under Designated Persons on page two and has the CBV box checked in the same section as the
<br />person's name is currently not an authorized signer on the Accounts and is now being designated by the undersigned AUTHORIZED PERSON to be a Designated
<br />Person, to act singly, in connection with all Accounts, for the sole purpose of verifying, by telephone callback, verbal or written Instructions issued in the name of
<br />Customer, including those issued by telecopier. Bank may rely upon telephone verification given by any Designated Person authorized to verify Instructions. Bank
<br />may place telephone callbacks to the telephone number of Customer as reflected in the records of Bank or to any other telephone number that a person
<br />authorized to certify account signers specifies to Bank from time to time. All Instructions verified by a person who purports to be an Designated Person in a
<br />telephone callback will be conclusively established (as between Customer and Bank) as authorized Instructions of Customer. Bank will have no duty to monitor
<br />the receipt of written confirmations or to detect discrepancies between written confirmations and verbal Instructions.
<br />Depository /Treasury Services Maintenance ( "MTN ").
<br />Each person whose name appears under Designated Persons on page two and has the MTN box checked in the same section as the person's name is currently
<br />not an authorized signer on the Accounts and is now being designated by the undersigned AUTHORIZED PERSON to be a Designated Person to provide and
<br />initiate maintenance activities related to all Accounts and to deliver, by phone, fax, email or other method of communication, Instructions associated with the
<br />Accounts and /or related to service implementation with respect to treasury services that have been authorized by Customer. By way of example and not limitation,
<br />the Designated Person under this section is authorized to: (t) change, add or delete reports or reporting methods provided under service agreements; (2) make
<br />changes to any of the following: contact names, address(es), phone number(s), billing information, fee /processing, mailing methods; (3) request changes to
<br />statement cycles or statement dates, service schedules and calendars: (4) change pre- funding utilized by Customer; (5) change settlement accounts; (ti) change
<br />sweep investments, threshold amounts in service agreements such as target balances and peg amounts; (7) change check cashing services; (B) change
<br />remittance holds, reporting groups and return item information; (g) advise of Customer name changes and provide documentation regarding those changes; (f 0)
<br />provide instructions to deposit return items or other dispositions; (� �) delete accounts; (12) make changes related to vendors such as service bureaus, couriers, or
<br />armored carrier and contract information regarding such vendors; (13) provide instructions as to cash order limits, standing orders and cash differences; and (14)
<br />any other maintenance activities related to any service arrangement.
<br />PN: 350955 DOC ID: 7 Page 7 of 2
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