POWER OF ATTORNEY
KNOW BY ALL THESE PRESENTS, that the undersigned hereby constitutes and appoints
each of (i) Steven Adams and (ii) Michael Smolinski, and each of them acting
alone, signing singly, as the undersigned's true and lawful attorney-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the U.S. Securities and Exchange Commission (the "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 by Section 16(a) of the Securities
Exchange Act of 1934 (the "Exchange Act") or any rule or regulation of the SEC;
2. execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, trustee and/or shareholder of the Company, Forms 3, 4 and 5 in
accordance with Section 16(a) of the Exchange Act and the rules and regulations
thereunder, and any other forms or reports the undersigned may be required to
file in connection with the undersigned's ownership, acquisition or disposition
of securities of the Company;
3. do and perform any and all acts for and on behalf of the undersigned that may
be necessary or desirable to complete and execute any such Form 3, 4 or 5, or
other form or report, and timely file such form or report with the SEC and any
stock exchange or similar authority; and
4. take any other action of any type whatsoever in connection with the foregoing
that, 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 her 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 her 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, are not assuming any of the undersigned's responsibilities
to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect 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 may be filed with the SEC as a confirming statement of the authority
granted herein.
This Power of Attorney does not relieve the undersigned from responsibility for
compliance with the undersigned's obligations under the Exchange Act, including,
without limitation, the reporting requirements under Section 16 of the Exchange
Act. Additionally, although pursuant to this Power of Attorney the Company will
use commercially reasonable best efforts to timely and accurately file Section
16 reports on behalf of the undersigned, the Company does not represent or
warrant that it will be able to in all cases timely and accurately file Section
16 reports on behalf of the undersigned due to various factors and the
undersigned and the Company's need to rely on others for information, including
the undersigned and brokers of the undersigned.
[Signature page follows]
IN WITNESS WHEREOF the undersigned has caused this Power of Attorney to be
executed as of this 21st day of December, 2021.
/s/Timothy DeVere Cook
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Name: Timothy DeVere Cook