Common use of Consent of Shareholders Clause in Contracts

Consent of Shareholders. Corvallis hereby warrants and represents that the Shareholders of Corvallis, being the owners of a majority of the issued and outstanding stock of the Corporation consented in writing to the authorization to execute an Agreement and Plan of Reorganization as between Corvallis and USAOneStar pursuant to a stock-for-stock transaction in which Corvallis would acquire one hundred percent of the issued and outstanding shares of USAOneStar in exchange for the issuance of a total of 13,500,000 common shares of Corvallis and thereby USAOneStar shall merge with Corvallis.