POWER OF ATTORNEY
Published on December 13, 2021
Power of Attorney
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes
and appoints JANELLE ANDERSON and ELLIOT SAVOIE, signing singly, as his or her
lawful attorney-in-fact and agent, with full power of substitution and
re-substitution, for his/her and in his/her name, place and stead, in any and
all capacities (until revoked in writing) to:
1. Sign any and all instruments, certificates and documents appropriate
or required to be executed on behalf of the undersigned pursuant to
sections 13 and 16 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and any and all regulations
promulgated thereunder, and to file the same, with all exhibits
thereto, and any other documents in connection therewith, with the
Securities and Exchange Commission (the "SEC"), and with any other
entity when and if such is mandated by the Exchange Act or by the
Bylaws of the Financial Industry Regulatory Authority;
2. prepare, execute, acknowledge, deliver and file a Form ID (including
any amendments or authentications thereto) with respect to obtaining
EDGAR codes, with the SEC; and
3. perform any and all other acts which in the discretion of such
attorneys-in-fact are necessary or desirable for and on behalf of
the undersigned in connection with the foregoing.
The undersigned acknowledges that:
1. this Power of Attorney authorizes, but does not require, such
attorneys-in-fact to act in their discretion on information provided
to such attorneys-in-fact without independent verification of such
information;
2. any documents prepared and/or executed by such attorneys- in-fact on
behalf of the undersigned pursuant to this Power of Attorney will be
in such form and will contain such information and disclosure as
such attorney-in-fact, in his or her discretion, deems necessary or
desirable;
3. no such attorneys-in-fact assumes (a) any liability for
responsibility to comply with the requirements of the Exchange Act
for any of the undersigned, (b) any liability for any failure to
comply with such requirements for any of the undersigned, or (c) any
obligation or liability for profit disgorgement under Section 16(b)
of the Exchange Act for the undersigned; and
4. 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 Sections 13 and 16 of the Exchange Act.
The undersigned hereby gives and grants the foregoing attorneys- in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, with full power of substitution and revocation, hereby
ratifying all that such attorney-in-fact, or such attorney-in-fact's substitute
or substitutes, of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Power of Attorney. This Power of Attorney
shall remain in full force and effect until revoked by the undersigned in a
signed writing delivered to such attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this December 1, 2021.
/s/ Timothy Michaels
(signature)
Timothy Michaels
(name printed)