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Contract analysis / draft-board-resolution-authorizing-mdla.docx
draft-board-resolution-authorizing-mdla.docx
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1. The foregoing Unanimous Written Consent of the Board of Directors of Quorum Insurance
1. The foregoing Unanimous Written Consent of the Board of Directors of Quorum Insurance Holdings Corp. in Lieu of a Special Meeting (the "Consent") is a true, correct, and complete copy of the Consent duly adopted by the Board of Directors of the Company in accordance with Section 141(f) of the General Corporation Law of the State of Delaware and Article III, Section 3.12 of the Company's Amended and Restated Bylaws
2. The Consent has been signed by all of the members of the Board of Directors of the Com
2. The Consent has been signed by all of the members of the Board of Directors of the Company as of the effective date thereof.
3. The Consent has not been amended, modified, rescinded, or revoked and remains in full
3. The Consent has not been amended, modified, rescinded, or revoked and remains in full force and effect as of the date hereof.
4. The persons identified in Resolution 3 of the Consent as Authorized Officers are duly
Medium
⚑ Confidentiality undertaking
4. The persons identified in Resolution 3 of the Consent as Authorized Officers are duly elected, qualified, and acting officers of the Company, holding the respective titles set forth therein, and the signatures appearing on the MDLA, the Ancillary Agreements, and any related documents are their genuine signatures. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal of the Company as of th