WHEREAS, the Board of Directors of

("Corporation") has determined that it is in the best interests of the Corporation to adopt bylaws for the regulation and management of its affairs;

NOW, THEREFORE, BE IT RESOLVED that the Bylaws presented to and reviewed by the Board of Directors are hereby adopted as and for the Bylaws of the Corporation;

RESOLVED FURTHER, that the officers of the Corporation are authorized and directed to take such actions as may be necessary to implement and give effect to the foregoing resolution.

Adopted this

day of

, 20