Contract analysis

1. Introductory Certification The undersigned, Jillian R. Castañeda, Secretary of Ardent Healthcare Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the "Company" or the "Purchaser"), hereby certifies as follows in connection with the closing (the "Closing") on the date hereof of the transactions contemplated by that certain Asset Purchase Agreement, dated as of April 2

2. Resolutions of the Board of Directors The undersigned hereby certifies that attached hereto as Exhibit A is a true, correct, and complete copy of the resolutions (the "Resolutions") duly adopted by unanimous written consent of the Board of Directors of the Company in lieu of a meeting, effective as of June 28, 2024, in accordance with Section 141(f) of the Delaware General Corporation Law (the "DGCL") and the Byla

3. Written Consent of Sole Stockholder The undersigned hereby certifies that attached hereto as Exhibit B is a true, correct, and complete copy of the written consent of the sole stockholder of the Company (the "Stockholder Consent"), duly executed in accordance with Section 228 of the DGCL and the Bylaws of the Company. The sole stockholder of the Company is Ardent Capital Partners III LP, a Delaware limited partner

4. Certificate of Incorporation The undersigned hereby certifies that attached hereto as Exhibit C is a true, correct, and complete copy of the Certificate of Incorporation of the Company, as filed with the Secretary of State of the State of Delaware on January 22, 2024 (DE File No. 7129384), together with all amendments thereto, if any. The undersigned further certifies that the Certificate of Incorporation has not

5. Bylaws The undersigned hereby certifies that attached hereto as Exhibit D is a true, correct, and complete copy of the Bylaws of the Company, as duly adopted by the Board of Directors of the Company and in effect as of the date hereof. The undersigned further certifies that the Bylaws have not been amended, restated, supplemented, or otherwise modified since their initial adoption by the Board of Directors, and ar

6. Good Standing The undersigned hereby certifies that attached hereto as Exhibit E is a certificate of good standing (or its equivalent) of the Company issued by the Secretary of State of the State of Delaware, dated no earlier than five (5) business days prior to the Closing Date. The undersigned further certifies that, to the best of her knowledge, the Company is validly existing and in good standing under the law

7. Incumbency of Officers The undersigned hereby certifies that the following persons are the duly elected or appointed officers of the Company, holding the offices set forth opposite their respective names below, and that the signatures set forth opposite their respective names are their true and genuine signatures: The undersigned further certifies that each such officer held the office set forth opposite his or he

8. Formation and Existence The undersigned hereby certifies that the Company was duly incorporated in the State of Delaware on January 22, 2024, by the filing of its Certificate of Incorporation with the Secretary of State of the State of Delaware. The Company was formed for the specific purpose of serving as the asset purchaser and post-closing operating entity in connection with the acquisition of substantially all

9. Additional Certifications The undersigned hereby further certifies as follows: (a) No proceedings for the dissolution, liquidation, or winding up of the Company have been commenced, are pending, or, to the best knowledge of the undersigned, are contemplated or threatened by any person or entity. (b) No petition in bankruptcy or for reorganization or arrangement under any federal or state insolvency law has been fi

10. Execution IN WITNESS WHEREOF, I have hereunto set my hand as Secretary of Ardent Healthcare Acquisition Corp. as of June 30, 2024. ARDENT HEALTHCARE ACQUISITION CORP. By: ________ Name: Jillian R. Castañeda Title: Secretary Date: June 30, 2024 ACKNOWLEDGMENT OF INCUMBENCY AND AUTHORITY The undersigned, Marcus Ainsworth, President and Director of Ardent Healthcare Acquisition Corp., hereby confirms that Jillian R.