/Docs/G/YCombinator-SeriesAA/Form/BoardConsent_v01.md
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Authorization of Amended and Restated Investors' Rights Agreement
WHEREAS, the Board deems it advisable, and in the best interests of the Company, to enter into an Investors' Rights Agreement, in substantially the form attached hereto as Exhibit C (the "Investors' Rights Agreement"), in connection with the sale and issuance of the Series AA Shares.- NOW, THEREFORE, BE IT RESOLVED: That the Company enter into the Investors' Rights Agreement, a copy of which has been delivered to each director with this consent.
- RESOLVED FURTHER: That the form, terms and provisions of the Investors' Rights Agreement are hereby approved, adopted and confirmed.
- RESOLVED FURTHER: That the appropriate officers of the Company be, and each of them hereby is, authorized and directed, for and in the name and on behalf of the Company, to execute and deliver, to the appropriate parties, the Investors' Rights Agreement, substantially in the form submitted to and reviewed by the Board, with such changes therein or additions thereto as the officer executing the same shall approve with the advice of legal counsel, the execution and delivery of such agreements by such officer to be conclusive evidence of the approval of the Board thereof and all matters relating thereto.