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WAIVER OF NOTICE OF AND CONSENT TO THE FIRST MEETING <br /> OF THE BOARD OF DIRECTORS OF <br /> ROOS DISPOSAL, INC. <br /> By this writing, ERIC A. WINTERS,DAVID L.VAN ELDEREN and JEFFREY <br /> S=being collectively all of the Directors of ROOS DISPOSAL, INC., a California <br /> corporation, (i)waives notice of the time,place and purposes of a first meeting of the <br /> Board of Directors and (ii) fixes August 15,2003, at 7:45 a.m., as the time and the office <br /> of the Corporate Attorney at 1014 Sixteenth Street, Modesto, Stanislaus County, <br /> California 95354, as the place for such meeting. <br /> By this writing, each of us (i)waives all of the requirements of the laws of the <br /> State of California and of the Bylaws of the Corporation as to notice of such meeting and <br /> (ii) consents to the transaction thereat, or at any adjournment or adjournments thereof, of <br /> any and all business that may come before such meeting. <br /> DATED: August 15, 2003. <br /> C A. VNTfk9 <br /> DAVID L. VAN ELDEREN <br /> F T <br />