Contract analysis

1. I am the duly elected, qualified, and acting Secretary of the Company and have held such office continuously since my appointment thereto.

2. The foregoing is a true, correct, and complete copy of the resolutions duly adopted by the Board of Directors of the Company at a special meeting of the Board held on June 14, 2024, at the principal offices of the Company located at 2400 Brickell Bay Drive, Suite 3100, Miami, Florida 33129.

3. The meeting was duly called and held in accordance with the Company's Second Amended and Restated Certificate of Incorporation, the Bylaws, and the General Corporation Law of the State of Delaware.

4. A quorum of directors was present in person or by telephone conference and acting throughout the entirety of the meeting, and the resolutions were adopted by the unanimous vote of all directors present.

5. Such resolutions have not been modified, amended, rescinded, or revoked in any respect since their adoption and remain in full force and effect as of the date hereof.

6. There are no provisions in the Company's Second Amended and Restated Certificate of Incorporation or Bylaws that would limit or restrict the power of the Board of Directors to adopt the foregoing resolutions. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal of the Company as of the date set forth below. ________________________________________ David K. Moretti General Counsel & Secret