The grantor, whether acting in an individual capacity or on behalf of any entity the grantor represents as general partner, authorized representative, or investing entity (collectively, the “Grantor”), hereby constitutes and appoints Belltower Fund Group, Ltd. (“Belltower”), and any direct or indirect subsidiary and their officers and employees, as its true and lawful agent and attorney-in-fact (the “Attorney-in-Fact”), coupled with an interest, in its name, place, and stead, where applicable, to act as the Grantor’s agent for the following purposes and subject to the following conditions:
- Executing the transfer terms in the form substantially similar to those presented to or linked for the Grantor alongside this power of attorney (the “Transfer Terms”), and any amendments, supplements, or modifications thereto that do not materially alter the economic terms set forth therein.
- Executing any other transfer instruments, assignments, or ancillary documents that are required to consummate the transfer of the purchased interests at settlement, provided that such documents are substantially consistent with the Transfer Terms or the terms otherwise presented to the Grantor.
This power of attorney is limited to those acts reasonably necessary for Belltower to execute transfer documentation and consummate the transfer of the purchased interests at settlement (in its role as fund administrator). The Attorney-in-Fact shall not execute any document that materially alters the economic terms set forth in the Transfer Terms or otherwise presented to the Grantor without the prior written consent of the Grantor.
Notwithstanding the foregoing grant of authority, the Attorney-in-Fact shall not exercise this Power of Attorney with respect to any transaction unless the Grantor has provided consent to proceed with such transaction, whether such consent is given alongside this power of attorney (including by clicking “Accept,” “Submit,” or any similar button as part of the platform) or at a later time through the platform or otherwise in writing (including electronically). For the avoidance of doubt, this power of attorney is effective upon its acceptance regardless of when the foregoing consent is provided, but the Attorney-in-Fact’s authority to act hereunder is conditioned upon receipt of such consent. As such, this Power of Attorney shall only be exercised if the transaction proceeds to settlement.
This power of attorney shall remain in effect until the earlier of (a) the completion of the transaction contemplated herein, or (b) the termination of such transaction for any reason, at which point this power of attorney shall automatically terminate and be of no further force or effect.
The Grantor agrees that acceptance of this power of attorney through the platform, including by checking a box, clicking “Enable,” “Accept,” “Submit,” or any similar button, or by other electronic means, shall constitute a valid electronic signature under the U.S. Federal ESIGN Act of 2000 and the Uniform Electronic Transactions Act, and shall have the same legal force and effect as a manual signature. A record of such acceptance, including the identity of the Grantor and the date and time of acceptance, will be maintained on the platform. If acting on behalf of an entity, the Grantor represents that it has full authority to bind such entity.