LIMITED POWER OF ATTORNEY
FOR SECTION 13 AND SECTION 16 REPORTING
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints Richard O'Toole , and each of them, as the
undersigned's true and lawful attorney-in-fact (the "Attorney-in-Fact"), with
full power of substitution and resubstitution, each with the power to act alone
for the undersigned and in the undersigned's name, place and stead, in any and
all capacities to:
1. Prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the Securities and Exchange Commission ("SEC") a
Form ID, 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 or considered
advisable under Section 13 or Section 16 of the Securities Exchange Act
of 1934 (the "Exchange Act") or any rule or regulation of the SEC;
2. Prepare, execute and submit to the SEC, any national securities exchange
or securities quotation system and Related CM Advisor, LLC (the
"Advisor") any and all reports (including any amendment thereto) of the
undersigned required or considered advisable under Section 13 or Section
16 of the Exchange Act and the rules and regulations thereunder, with
respect to the equity securities of CareMax, Inc. (the "Company"),
including Forms 3, 4 and 5 and Schedule 13D or 13G; and
3. Obtain, as the undersigned's representative and on the undersigned's
behalf, information regarding transactions in the Company's equity
securities from any third party, including the Company and any brokers,
dealers, employee benefit plan administrators and trustees, and the
undersigned hereby authorizes any such third party to release any such
information to the Attorney-in-Fact.
The undersigned acknowledges that:
a) This Limited Power of Attorney authorizes, but does not require, the
Attorney-in-Fact to act at his or her discretion on information
provided to such Attorney-in-Fact without independent verification of
such information;
b) Any documents prepared or executed by the Attorney-in-Fact on behalf
of the undersigned pursuant to this Limited Power of Attorney will be
in such form and will contain such information as the Attorney-in-
Fact, in his or her discretion, deems necessary or desirable;
c) Neither the Advisor nor the Attorney-in-Fact assumes any liability for
the undersigned's responsibility to comply with the requirements of
Section 13 or Section 16 of the Exchange Act, any liability of the
undersigned for any failure to comply with such requirements, or any
liability of the undersigned for disgorgement of profits under Section
l6(b) of the Exchange Act; and
d) This Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under
Section 13 or Section 16 of the Exchange Act, including, without
limitation, the reporting requirements under Section 13 or Section 16
of the Exchange Act.
The undersigned hereby grants to the Attorney-in-Fact full power and
authority to do and perform each and every act and thing requisite, necessary or
convenient to be done in connection with the foregoing, as fully, to all intents
and purposes, as the undersigned might or could do in person, hereby ratifying
and confirming all that the Attorney-in-Fact, or his or her substitute or
substitutes, shall lawfully do or cause to be done by authority of this Limited
Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 4 or 5 or Schedule 13D or
13G with respect to the undersigned's holdings of and transactions in equity
securities of the Company , unless earlier revoked by the undersigned in a
signed writing delivered to the Attorney-in-Fact. This Limited Power of Attorney
revokes all previous powers of attorney with respect to the subject matter of
this Limited Power of Attorney.
IN WITNESS WHEREOF, the undersigned has executed this Limited Power of
Attorney as of July 14, 2021.
/s/ Bryan Cho
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Bryan Cho
