Name of LLC: ______________________________

Address: ________________________________________

Employer ID #: ___________________________

Account#: ___________________________

THE UNDERSIGNED, being either all of the members of ________________________________________, (the Company) a limited liability company organized and existing under the laws of the State of ________________ , or the managing member(s) of the Company, hereby certify to and for the benefit of The Bancorp Bank, N.A. (the Bank) as follows:

1. Attached hereto is a true and complete copy of the Company's Operating Agreement (with all amendments and modifications). The attached agreement is the exclusive statement of the Operating Agreement for the Company.



2. Pursuant to and in accordance with the terms of the forgoing Operating Agreement the following member (s) listed below in the name of and on behalf of the Company and as the act and deed of the Company to do the following, all of which shall be subject to the rules and regulations of the Bank




	Name and Title	Signature	Facsimile Signature (if used)




1. Open and maintain on behalf of the Company accounts of deposit and discount with the Bank and to deposit with the Bank, from time to time, for credit or collection, money, checks, drafts, notes, acceptances and other evidences of indebtedness;



2. Sign, endorse, accept, make, execute, authorize and deliver checks, drafts, notes, acceptances, bills of exchange, transfers and other instruments and orders for the payment of money or for the withdrawal or delivery of money or funds of the Company held by the Bank;



3. Appoint and/or delete, from time to time, any members, employees or agents to act on behalf of the Company by signing, endorsing, executing, authorizing and delivering checks, drafts, notes, acceptances, bills ofexchange, transfers and other instruments and orders for the payment of money or for the withdrawal or delivery of money or funds of the Company held by the Bank;



4. Perform all other acts or deeds and execute and deliver all other documents, including without limitation wire transfer agreements, required by the Bank.


The Company shall indemnify the Bank from any losses and costs incurred by the Bank arising out of claims made against the Bank based on any act or omission of any member, employee or agent of the Company in connection with the authority granted hereunder.


3. The Bank is entitled to rely on the certification until receipt by Bank of written notice of its revocation.

IN WITNESS WHEREOF, the undersigned have executed this Certification on the __________________ day of __________________________, _______________________.

_________________________________________
Member/Managing Member