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HomeMy WebLinkAboutCERTIFICATE OF RESOLUTIONCERTIFICATE OF RESOLUTION OF BCS ROCK PRAIRIE GP, L.L.C. September 1, 2012 I, the undersigned Secretary or Assistant Secretary of BCS ROCK PRAIRIE GP, L.L.C. (the "Company "), hereby certifies that the Company is organized and existing under and by virtue of the laws of the State of Texas as a limited liability company, with its principal office located in Houston, Harris County, Texas. I further certify that at a meeting of the Members of the Company, or by authorized action of the Managers without meeting, the Members duly adopted the following resolutions: RESOLVED, that FRED F. CALDWELL, President of the Company or CLINT COOPER, Vice- President of the Company, acting in its capacity as the General Partner of BCS ROCK PRAIRIE, L.P., a Texas limited partnership, (the "Partnership "), or any Officer of the Company acting in such capacity authorize, enter into, complete, execute, sign, or submit any and all permit applications, development agreements or applications, planning and zoning requests, utility agreements or applications, general plans, preliminary and final plats, or any other similar development related instrument, application or request on such terms and conditions as FRED F. CALDWELL or CLINT COOPER or said other Officer shall in his discretion determine to be appropriate. RESOLVED FURTHER, that the Company execute in the name of and on behalf of the Partnership, and deliver any instruments, applications, agreements or documents of any kind or nature whatsoever, and to take from time to time any other actions which such partner shall in its discretion determine to be necessary or appropriate to effect the transactions contemplated by any such document or instrument, whether upon the terms and conditions set forth in such documents and instruments or upon such other terms and conditions as such partner in its discretion shall determine to be appropriate, and the execution and delivery of any document or instrument by such partner shall constitute conclusive evidence that the terms and conditions contained in said documents or instruments have been determined to be appropriate by Fred F. Caldwell or Clint Cooper or such other Officer on behalf of the Partnership pursuant to this Consent. RESOLVED FURTHER, that any and all other actions heretofore taken by any Officer or Officers of the Company, in its capacity as General Partner of the Partnership, to execute and deliver any of the agreements authorized by the foregoing resolutions, or to take any of the actions authorized by the foregoing resolutions are hereby approved, ratified and confirmed in all respects. 1, finiher certify that each Officer is duly elected or appointed by or for the Company and occupies the position with the Company stated above; that the foregoing Resolutions now stand of record on the books of the Company; and that the Resolutions are in full force and effect and have not been modified or revoked in any manner. 2012. IN TESTIMONY WHEREOF, I have hereunto set my hand, this the 1 day o Certificate of Resolution