t [ha itittg4i qualify 04 tax-freetentZatheation Mader scents 368(s)(t)(A) of the Internal Revenue Code; RESOLVED, that the.form anclprovisions of :the Merget Agtottnent, be and they hereby are adopted and approved; ' • . ' . RESOLVED, in ConnectionWith the Merger and parsuant to the proviliboi of the Mager • Agre