Resolution to Acquire Assets of Business

WHEREAS, it is considered advisable for the Corporation to purchase and acquire all or substantially all of the business assets of _______________________________, as a going business concern, be it:

RESOLVED, that the Corporation execute an agreement to purchase the business assets of ______________________________________________________________ all in accordance with a purchase agreement annexed hereto, and be it:

RESOLVED FURTHER, that the President of the Corporation be authorized to execute such further documents and undertake such other acts as are reasonably required to carry out and consummate said transaction to purchase assets.

RESOLVED, that the Board of Directors be and is authorized and empowered to take all actions necessary to sell and dispose of the assets and properties of the Corporation, all upon such price and terms as the Board in its discretion deems to be in the best interests of the Corporation.

The undersigned hereby certifies that he/she is the duly elected and qualified Secretary and the custodian of the books and records and seal of _______________________________,a corporation duly formed pursuant to the laws of the state of _______________________________ and that the foregoing is a true record of a resolution duly adopted at a meeting of the _______________________________ and that said meeting was held in accordance with state law and the Bylaws of the above-named Corporation on _______________________________,and that said resolution is now in full force and effect without modification or rescission.

IN WITNESS WHEREOF, I have executed my name as Secretary and have hereunto affixed the corporate seal of the above-named Corporation this _______________________________, _______________________________ of _______________________________.

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Secretary