rectors of Company, a Delaware corporation (the "Company"), do hereby adopt the following resolutions by unanimous written consent as authorized by the Bylaws of the Company and Section 141(0 of the Delaware General Corporation Law: Amended and Restated Certificate of Incorporation. WHEREAS, the Board has determined that it is in the be

in Solutions, Inc., a Delaware corporation (the "Company"), do hereby adopt the following resolutions by unanimous written consent as authorized by the Bylaws of the Company and Section 141(0 of the Delaware General Corporation Law: Certificate of Amendment of the Amended and Restated Certificate of Incorporation. WHEREAS, the board of

in Solutions, Inc., a Delaware corporation (the "Company"), do hereby adopt the following resolutions by unanimous written consent as authorized by the Bylaws of the Company and Section 141(0 of the Delaware General Corporation Law: Approval of Bridge Loan WHEREAS, the Borax' deems it to be appropriate and in the best interests of the Co