<p>ACTION OF INCORPORATOR
The undersigned, being the sole Incorporator of [COMPANY NAME], a Delaware corporation
(the "Company"), hereby adopts the following resolutions pursuant to Section 108(a) of the
General Corporation Law of Delaware with respect to the initial organization of the corporation:
1. Adoption of Bylaws
RESOLVED: That the Bylaws attached to this Action by Incorporator are hereby adopted as the
Bylaws of the Company.
RESOLVED FURTHER: That the Secretary of the Company is hereby authorized and directed
to execute a certificate of the adoption of the Bylaws and insert it in the Company's Minute
Book and that the officers of the Company are ordered to maintain a copy of such Bylaws in the
principal office of the Company for the transaction of its business open for inspection by the
stockholders at all reasonable times during office hours.
2. Election of Directors
RESOLVED: That the following individuals are hereby appointed as directors of the Company,
to serve as directors until their successors are duly elected and qualified:
[NAME OF DIRECTOR 1]
[NAME OF DIRECTOR 2]
[NAME OF DIRECTOR 3]
This Action of Incorporator shall be filed in the Minute Book of the Company and shall be
effective as of the date first written above.
[INCORPORATOR NAME], Incorporator