POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes
and appoints Chris Sullivan and Jennifer Zoltoski of Cerecor Inc. (the
"Company") with full power of substitution, the undersigned's true and lawful
attorney-in-fact to:
(1) prepare, execute in the undersigned's name and in the
undersigned's capacity as an officer, director and/or trustee of the Company
and submit to the U.S. Securities and Exchange Commission (the "SEC"), Forms
3, 4, and 5, including amendments thereto, and any other documents necessary
or appropriate to obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or regulation of the SEC;
(2) 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 3, 4, or 5, complete and execute any amendment or amendments thereto,
and timely file such form with the SEC and any stock exchange or similar authority;
and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-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 attorney-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 attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to such attorney-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
attorney-in-fact, or such attorney-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. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of
the undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until
until the undersigned is no longer required to file Forms 3, 4, and 5 with
respect to the undersigned's holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact. This Power of Attorney revokes
all prior Powers of Attorney given by the undersigned with respect to the
matters addressed in (1) through (3) above.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of the 17th day of March, 2021.
By: /s/ H. Jeffrey Wilkins
Name: H. Jeffrey Wilkins
