Authority to Execute Loan Documents. The individual(s) executing this Note on behalf of Borrower represents to Lender that he and/or she has been duly authorized under the Borrower’s organizational documents and Florida law by either # the Board of Directors of the Borrower if the Borrower is a corporation; or # the required Manager(s) of the Borrower if the Borrower is a “manager managed” limited liability company; or # the required Managing Member(s) of the Borrower if the Borrower is a “member managed” limited liability company; or # the General Partner of the Borrower if the Borrower is a general partnership; or # the General Partner of the Borrower if the Borrower is a limited liability limited partnership to make, execute and deliver this Note and all other Loan Documents in his and/or her capacities as set forth in their respective signature block(s) below. The undersigned represent(s) that the Borrower’s acceptance of this Loan and the execution of all the Loan Documents have all been duly authorized, and that all the Loan Documents are legally binding upon Borrower.

Authority to Execute Loan Documents. The individual(s) executing this Note on behalf of Borrower represents to Lender that he and/or she has been duly authorized under the Borrower’s organizational documents and Florida law by either # the Board of Directors of the Borrower if the Borrower is a corporation; or # the required Manager(s) of the Borrower if the Borrower is a “manager managed” limited liability company; or # the required Managing Member(s) of the Borrower if the Borrower is a “member managed” limited liability company; or # the General Partner of the Borrower if the Borrower is a general partnership; or # the General Partner of the Borrower if the Borrower is a limited liability limited partnership to make, execute and deliver this Note and all other Loan Documents in his and/or her capacities as set forth in their respective signature block(s) below. The undersigned represent(s) that the Borrower’s acceptance of this Loan and the execution of all the Loan Documents have all been duly authorized, and that all the Loan Documents are legally binding upon Borrower.

Authority to Execute Loan Documents. The individual(s) executing this Note on behalf of Borrower represents to Lender that he and/or she has been duly authorized under the Borrower’s organizational documents and Florida law by either # the Board of Directors of the Borrower if the Borrower is a corporation; or # the required Manager(s) of the Borrower if the Borrower is a “manager managed” limited liability company; or # the required Managing Member(s) of the Borrower if the Borrower is a “member managed” limited liability company; or # the General Partner of the Borrower if the Borrower is a general partnership; or # the General Partner of the Borrower if the Borrower is a limited liability limited partnership to make, execute and deliver this Note and all other Loan Documents in his and/or her capacities as set forth in their respective signature block(s) below. The undersigned represent(s) that the Borrower’s acceptance of this Loan and the execution of all the Loan Documents have all been duly authorized, and that all the Loan Documents are legally binding upon Borrower.

Authority to Execute Loan Documents. The individual(s) executing this Note on behalf of Borrower represents to Lender that he and/or she has been duly authorized under the Borrower’s organizational documents and Florida law by either # the Board of Directors of the Borrower if the Borrower is a corporation; or # the required Manager(s) of the Borrower if the Borrower is a “manager managed” limited liability company; or # the required Managing Member(s) of

Authority to Execute Loan Documents. Borrower has the full power and authority to execute, deliver and perform its obligations under the Loan Documents and grant the security interests in the Collateral, and the execution, delivery and performance of the Loan Documents and the consummation of the transactions contemplated thereby have been duly authorized by all requisite action on the part of Borrower. The Person or Persons signing the Loan Documents on behalf of Borrower are duly authorized to execute the Loan Documents and all other documents necessary to consummate the Loan on behalf of Borrower.

AUTHORITY. The Plan shall be administered by, and all Stock Options shall be authorized by, the Committee.

Authority. The Parties represent and warrant that they possess full authority to enter into this Agreement and to lawfully and effectively release the opposing Party as set forth herein, free of any rights of settlement, approval, subrogation, or other condition or impediment. This undertaking includes specifically, without limitation, the representation and warranty that no third party has now acquired or will acquire rights to present or pursue any claims arising from or based upon the claims that have been released herein. Landlord represents and warrants that no consent of any lender is required for this Amendment or if required has been obtained.

Authority. The Committee shall have the power and complete discretion to determine # which eligible employees, directors and other Company Contributors shall receive an Award and the nature of the Award, # the number of shares of Company Stock to be covered by each Award, # whether Options shall be Incentive Stock Options or Nonstatutory Stock Options, # the Fair Market Value of Company Stock, subject to Section ‎2(p), (v) the time or times when an Award shall be granted, # whether an Award shall become vested over a period of time and/or upon the achievement of Performance Goals, and when it shall be fully vested, # when Options or Stock Appreciation Rights may be exercised, # whether a Disability exists, subject to Section ‎2(o), (ix) the manner in which payment will be made upon the exercise of Options or

Authority. The Company has the requisite corporate power and authority to enter into this Agreement and to issue and deliver the Shares. The execution and delivery of this Agreement has been duly and validly authorized by all necessary corporate action by the Company. This Agreement has been duly and validly executed and delivered by and on behalf of the Company and constitutes a valid, legal and binding agreement, enforceable against the Company in accordance with its terms, except as enforceability may be limited by general equitable principles, bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other laws affecting creditors’ rights generally and except as any indemnity in respect of securities law liabilities may be unenforceable.

Authority. The Purchaser has the requisite power and authority to enter into this Agreement. The execution and delivery of this Agreement and the acquiring of the Shares hereunder and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary action by the Purchaser. This Agreement has been duly and validly executed and delivered by or on behalf of the Purchaser and constitutes a valid, legal and binding agreement, enforceable against the Purchaser in accordance with its terms, except as enforceability may be limited by general equitable principles, bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other laws affecting creditors’ rights generally.