RESOLVED: That the Board of Directors of this Corporation have discussed and approved the agreement (the “Agreement”) attached as Schedule 1 to the minutes of this meeting, and, therefore, the officers of this corporation are instructed and authorized to negotiate, agree, finalize, execute, and deliver, all in the name of this Corporation, within [N] days hereof. The officers are authorized to agree to any changes to the Agreement as may be required in their discretion.