Common use of FORM OF SECRETARY’S CERTIFICATE Clause in Contracts

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc., a Nevada corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLC, a Delaware limited liability company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12, 2011, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc., a Nevada corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCBioPharma, a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Common Stock Purchase Agreement, dated as of September 12, 2011, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] 201__ The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Remark Media, Inc., a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCDiscover Growth Fund, a Delaware limited liability company Cayman Islands exempted mutual fund (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12November 17, 20112014, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] April 20, 2012 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.East Coast Diversified Corporation, a Nevada corporation (the “"Company”''). This Secretary’s 's Certificate (“Certificate”) is being delivered to lronridge Technology Co., a division of Ironridge Global IIIIV, LLCLtd., a Delaware limited liability British Virgin Islands business company (“"Purchaser”"), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12April 20, 20112012, between Purchaser and Company (“"Agreement”''). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Agreement Attached hereto as Exhibit “"A” " is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “"B” " is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” ”' is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] November 6, 2012 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.The Digital Development Group Corporation, a Nevada corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCMedia Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Securities Purchase Agreement, dated as of September 12November 6, 20112012, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.PositiveID Corporation, a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology, a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12July 27, 2011, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.PositiveID Corporation, a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12January 13, 20112012, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.PositiveID Corporation, a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLC, a Delaware limited liability company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12July 27, 2011, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] April 1, 2014 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Ascent Solar Technologies, Inc., a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12April 1, 20112014, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] March 4, 2014 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.NewLead Holdings Ltd., a Nevada corporation Bermuda company (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global IIIIV, LLCLtd., a Delaware limited liability British Virgin Islands business company (“PurchaserSubscriber”), by Company, to fulfill the requirement under the Preferred Stock Purchase Share Subscription Agreement, dated as of September 12March 4, 20112014, between Purchaser Subscriber and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation and the Memorandum of Association of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws Bye-laws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] [ ], 2013 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.Genetic Technologies Limited, a Nevada corporation an Australian public company limited by shares (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCBioPharma Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Amended and Restated Securities Purchase Agreement, dated as of September 12December , 20112013, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation Registration of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws Constitution of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] December 14, 2012 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU VelaTel Global Communications, Inc., a Nevada corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12December 14, 20112012, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] August 26, 2013 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.PositiveID Corporation, a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global IIIIV, LLCLtd., a Delaware limited liability British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12August 20, 20112013, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] August 24, 2012 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Cereplast, Inc., a Nevada corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12August 24, 20112012, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Inc.PositiveID Corporation, a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology, a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Common Stock Purchase Agreement, dated as of September 12July 27, 2011, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.

FORM OF SECRETARY’S CERTIFICATE. [Closing Date] October __, 2013 The undersigned hereby certifies that: The undersigned is the duly appointed Secretary of ULURU Ascent Solar Technologies, Inc., a Nevada Delaware corporation (the “Company”). This Secretary’s Certificate (“Certificate”) is being delivered to Ironridge Global III, LLCTechnology Co., a Delaware limited liability division of Ironridge Global IV, Ltd., a British Virgin Islands business company (“Purchaser”), by Company, to fulfill the requirement under the Preferred Stock Purchase Agreement, dated as of September 12October 28, 20112013, between Purchaser and Company (“Agreement”). Terms used and not defined in this Certificate have the meanings set forth in the Agreement. Attached hereto as Exhibit “A” is a true, correct and complete copy of the Articles Certificate of Incorporation of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “B” is a true, correct and complete copy of the Bylaws of Company, as in effect on the Execution Effective Date. Attached hereto as Exhibit “C” is a true, correct and complete copy of the resolutions of the Board of Directors of Company authorizing the Agreement, the Transaction Documents, and the transactions contemplated thereby. Such resolutions have not been amended or rescinded and remain in full force and effect as of the date hereof.