mmation by Fit of its issuance to Epstein of the Jeepas Inters:at, the Merger, upon, in accordance with, and subject to, the terms and conditions of the Mager Agreement, be and it is hereby authorized andapproved. • . • • • • " . ••• RESOthip; that it 1:11liaaltiad that [ha itittg4i qualify 04 rart-Renter r