Extract to table

RESOLVED FURTHER, that the combined annual premium payable by the Company for the D&O Tower and the PL Tower during the Renewal Period shall not exceed Four Million Six Hundred Thousand Dollars ($4,600,000) in the aggregate (the "Premium Cap") without further approval of the Board; it being noted that the anticipated combined annual renewal premium is Four Million Four Hundred Eighty-Three Thousand Seven Hundred Dollars ($4,483,700), which amount is within the Premium Cap; and in the event that final premium amounts, after application of any adjustments, surcharges, taxes, or fees, would cause the combined premium to exceed the Premium Cap, the Authorized Officers shall promptly notify the Board and seek supplemental authorization before committing to such excess amounts

RESOLVED FURTHER, that the Authorized Officers are hereby authorized to negotiate final policy wording with the respective carriers through and in coordination with Ashford Breckinridge LLP, consistent with the eighteen (18) prioritized renewal negotiation points identified by C&H in the Negotiation Points Memo dated June 13, 2022 (attached hereto as Exhibit C), and to accept such final policy wording on behalf of the Company and its Subsidiaries; provided, however, that the Authorized Officers shall use commercially reasonable efforts to secure the policy wording improvements set forth in the Negotiation Points Memo, and shall promptly advise the Board if any carrier declines to accept any negotiation point that C&H has identified as being of critical importance

CONSENT AND EXECUTION This Unanimous Written Consent shall be effective as of June 22, 2022 (the "Effective Date")

This Consent may be executed in one or more counterparts, including by facsimile or electronic signature (including PDF transmitted via electronic mail), each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument

This Consent shall be filed with the minutes of the proceedings of the Board of Directors of the Company and shall have the same force and effect as a unanimous vote of the Board at a duly called and held special meeting