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Certified Copy of Corporate ResCERTIFIED COPY OF CORPORA~E RESOLUTION "RESOLVED, that this Corporation sell and convey to B, AT.T.RTVJ~T.RT CORP. or to the CITY OF MIAMI BEACH, if so designated by BAT.LET VALET CORP., the property described on Exhibit "A" attached to this Resolution and made a part hereof. Such conveyance shall be made pursuant to an option between between th.~ Corporation and ]]~AT.T.~ T CORP., dated ~ day of , 19~~and as the said Agreement has~ben amended. JAMES RESNICK, Vice-President of this Corporation is hereby authorized and directed to sign such documents on behalf of this Corporation as may in his discretion be required in order to consummate the transaction contemplated by this Resolution. All documents and instnunents signed by JAMES RESNICK, Vice-President on behalf of this Corporation will be -binding upon this Corporation and may be relied on by BATJ.RT VAT.RT CORP. and the CITY OF MTAMI The foregoing Resolution was unanimously passed at a joint meeting of the shareholders and directors of LEO JAMES INC., held at the corporate offices, 1228 Alton Road, Miami Beach, Florida 33139, at 10 A.M., on May 17, 1994. R~ ~res~i e~uxxt~ James Res Vice-President and Secretary THERREL BilSDEI~T ~: MEYER WEISS