POWER OF ATTORNEY
September 9, 2021
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes
and appoints Martin O'Brien, Ramona Mateiu, Erin Cummins and Christine McKillip,
each signing singly, and with full power of substitution, as the undersigned's
true and lawful attorneys-in-fact to:
(i) prepare and execute in the undersigned's name and on the
undersigned's behalf, and submit to the United States Securities and
Exchange Commission (the "SEC") a Form ID (Application for EDGAR
Codes) or a Passphrase Renewal Application, including any amendments
thereto, and any other documents necessary or appropriate to obtain
codes and passwords enabling the undersigned to make electronic
filings with the SEC;
(ii) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form ID or Passphrase Renewal Application and
timely file such form with the SEC;
(iii) take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorneys-in-fact, may
be of benefit to, in the best interest of, or legally required by,
the undersigned, it being understood that the documents executed
by such attorneys-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall contain
such terms and conditions as such attorneys-in-fact may approve in
each such attorney-in-fact's discretion;
(iv) execute for and on behalf of the undersigned, in the undersigned's
capacity as a director, officer or beneficial owner of shares of
stock of Turing Holding Corp., a Delaware corporation (the
"Company"), any Schedule 13D or Schedule 13G, and any amendments,
supplements or exhibits thereto (including any joint filing
agreements) required to be filed by the undersigned under Section
13 of the Securities Exchange Act of 1934, as amended, and the
rules and regulations promulgated thereunder (the "Exchange Act"),
and any Form 3, 4 and 5 and any amendments, supplements or exhibits
thereto required to be filed by the undersigned under Section 16(a)
of the Exchange Act;
(v) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Schedule 13D, Schedule 13G, Form 3, 4 or 5 and timely file such
forms with the SEC and any stock exchange on which the stock of the
Company is then listed; and
(vi) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorneys-in-fact, may be
of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorneys-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorneys-in- fact may approve in each
such attorney-in-fact's discretion.
The undersigned hereby grants to such attorneys-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorneys-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted.
This Power of Attorney shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
[Signature Page to Follow]
* * * * *
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date first written above.
/s/ Robert T. Brennan
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Robert T. Brennan
Robert T Brennan
Filed: 14 Sep 21, 9:48pm