RESOLVED That the Corporation issue and sell shares of Common Stock to the entities and/or persons described below, and for the consideration described below. The Common Stock shares must be paid for in full, in cash, before their delivery. The Common Stock shares shall further be considered fully paid and nonassessable. The Board of Directors of this Corporation has further determined that the consideration set forth below is fair value for the shares. The consideration shall be properly credited to the appropriate accounts and in the correct amounts as determined by the Chief Financial Officer of this Corporation. Purchaser Name Price Per Share Number of Shares Purchased Total $ $ $ $ $ TOTAL $ $ $ $ $ $ RESOLVED FURTHER That the officers of this Corporation are authorized and empowered and directed to issue to each purchaser of the Common Stock of this Corporation share certificates evidencing ownership thereof. RESOLVED FURTHER That it is the desire of this Corporation that the sale of its Common Stock shall be exempt from the requirements of federal and state corporate securities law, and therefore any officer of this Corporation is authorized and directed and required to take such necessary measures needed to comply with the various applicable legal requirements.