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DocuSign Envelope ID 62213AB4-B332-41 DD-67A7-83D691D458EB
<br />RESOLVED: That any other persons heretofore serving as officers of the Company are
<br />hereby removed from office.
<br />General Delegation of Authority
<br />RESOLVED: That any person now or hereafter serving as an officer of the Company, together
<br />with any individual(s) specifically designated by any person now or hereafter serving as an
<br />officer of the Company (each, an "Authorized Person" and, collectively, the "Authorized
<br />Person"), shall be, and each such person acting singly hereby is, authorized and empowered,
<br />in the name and on behalf of the Company, to authorize, approve, undertake, implement and
<br />effectuate any and all matters relating to, or arising out of, the ordinary course of business of
<br />the Company and to negotiate, make, execute, sign and deliver any and all contracts,
<br />agreements, instruments, orders, offers, bids, bonds, proposals and other legally binding
<br />documents relating thereto, including without limitation any and all such contracts,
<br />agreements, instruments, orders, offers, bids, bonds, proposals and other legally binding
<br />documents between the Company and the government of the United States or any other
<br />foreign, state or local government, instrumentality, department, bureau, commission,
<br />subdivision, authority or agency.
<br />RESOLVED: That, without limiting the generality of the foregoing, the following matters are
<br />hereby determined to relate to, or arise out of, the ordinary course of business of the
<br />Company, so as to be within the general delegation of authority set forth in the preceding
<br />resolution:
<br />(i)
<br />the sale of goods and the provision of services to customers, including
<br />without limitation the government of the United States or any other foreign,
<br />state or local government, instrumentality, department, bureau, commission,
<br />subdivision, authority or agency;
<br />(ii) the lease, whether as lessor or lessee, of interests in real estate and personal
<br />property, including machinery and equipment;
<br />(iii) the sale, conveyance, assignment or transfer of interests in real estate or
<br />personal property, including machinery and equipment;
<br />(iv) the acquisition of another company or business through merger, share
<br />purchase or acquisition of substantially all of the assets of such company,
<br />where the aggregate purchase price (excluding the assumption of liabilities)
<br />is less than or equal to $20 million;
<br />(v) the establishment of financing arrangements, loans, borrowings, Letters of
<br />credit and guarantees, and the pledging of Company assets;
<br />(vi) the creation, organization or establishment of subsidiaries, joint ventures,
<br />corporations, partnerships, limited liability companies or other business
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