Fill in this information to identify your case:

United States Bankruptcy Court for the:

SOUTHERN DISTRICT OF FLORIDA

Case number (if known) Chapter 11

 Check if this an

amended filing

Official Form 201

Voluntary Petition for Non-Individuals Filing for Bankruptcy 04/20

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and the case number (if

known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available.

1. Debtor's name Tamarac 10200, LLC

2. All other names debtor

used in the last 8 years

Include any assumed

names, trade names and

doing business as names

3. Debtor's federal

Employer Identification

Number (EIN)

61-1702050

4. Debtor's address Principal place of business Mailing address, if different from principal place of

business

10200 N.W. 67th Street

Tamarac, FL 33321

Number, Street, City, State & ZIP Code P.O. Box, Number, Street, City, State & ZIP Code

Broward Location of principal assets, if different from principal

County place of business

Number, Street, City, State & ZIP Code

5. Debtor's website (URL)

6. Type of debtor  Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

 Partnership (excluding LLP)

 Other. Specify:

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 1 of 22
Debtor Tamarac 10200, LLC Case number (if known)

Name

7. Describe debtor's business A. Check one:

 Health Care Business (as defined in 11 U.S.C. § 101(27A))

 Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))

 Railroad (as defined in 11 U.S.C. § 101(44))

 Stockbroker (as defined in 11 U.S.C. § 101(53A))

 Commodity Broker (as defined in 11 U.S.C. § 101(6))

 Clearing Bank (as defined in 11 U.S.C. § 781(3))

 None of the above

B. Check all that apply

 Tax-exempt entity (as described in 26 U.S.C. §501)

 Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. §80a-3)

 Investment advisor (as defined in 15 U.S.C. §80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor.

 See http://www.uscourts.gov/four-digit-national-association-naics-codes.

 5311 

8. Under which chapter of the

Bankruptcy Code is the

debtor filing?

A debtor who is a “small

business debtor” must check

the first sub-box. A debtor as

defined in § 1182(1) who

elects to proceed under

subchapter V of chapter 11

(whether or not the debtor is a

“small business debtor”) must

check the second sub-box.

Check one:

 Chapter 7

 Chapter 9

 Chapter 11. Check all that apply:

 The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its aggregate

noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than

$2,725,625. If this sub-box is selected, attach the most recent balance sheet, statement of

operations, cash-flow statement, and federal income tax return or if any of these documents do not

exist, follow the procedure in 11 U.S.C. § 1116(1)(B).

 The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidated

debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, and it chooses to

proceed under Subchapter V of Chapter 11. If this sub-box is selected, attach the most recent

balance sheet, statement of operations, cash-flow statement, and federal income tax return, or if

any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B).

 A plan is being filed with this petition.

 Acceptances of the plan were solicited prepetition from one or more classes of creditors, in

accordance with 11 U.S.C. § 1126(b).

 The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and

Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the

Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11

(Official Form 201A) with this form.

 The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2.

 Chapter 12

9. Were prior bankruptcy

cases filed by or against

the debtor within the last 8

years?

 No.

 Yes.

If more than 2 cases, attach a

separate list. District When Case number

District When Case number

10. Are any bankruptcy cases

pending or being filed by a

business partner or an

affiliate of the debtor?

 No

 Yes.

List all cases. If more than 1,

attach a separate list Debtor Relationship

District When Case number, if known

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 2 of 22
Debtor Tamarac 10200, LLC Case number (if known)

Name

11. Why is the case filed in

this district?

Check all that apply:

 Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately

preceding the date of this petition or for a longer part of such 180 days than in any other district.

 A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or

have possession of any

real property or personal

property that needs

immediate attention?

 No

 Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

Why does the property need immediate attention? (Check all that apply.)

 It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety.

What is the hazard?

 It needs to be physically secured or protected from the weather.

 It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example,

livestock, seasonal goods, meat, dairy, produce, or securities-related assets or other options).

 Other

Where is the property?

Number, Street, City, State & ZIP Code

Is the property insured?

 No

 Yes. Insurance agency

Contact name

Phone

Statistical and administrative information

13. Debtor's estimation of

available funds

. Check one:

 Funds will be available for distribution to unsecured creditors.

 After any administrative expenses are paid, no funds will be available to unsecured creditors.

14. Estimated number of

creditors

 1-49

 50-99

 100-199

 200-999

 1,000-5,000

 5001-10,000

 10,001-25,000

 25,001-50,000

 50,001-100,000

 More than100,000

15. Estimated Assets  $0 - $50,000

 $50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

16. Estimated liabilities  $0 - $50,000

 $50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 3 of 22
Debtor Tamarac 10200, LLC Case number (if known)

Name

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 or

imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature

of authorized

representative of debtor

The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition.

I have been authorized to file this petition on behalf of the debtor.

I have examined the information in this petition and have a reasonable belief that the information is true and correct.

I declare under penalty of perjury that the foregoing is true and correct.

Executed on December 7, 2020

MM / DD / YYYY

X /s/ Neil F. Luria Neil F. Luria

Signature of authorized representative of debtor Printed name

Title Chief Restructuring Officer

18. Signature of attorney X /s/ Paul Steven Singerman Date December 7, 2020

Signature of attorney for debtor MM / DD / YYYY

Paul Steven Singerman 378860

Printed name

Berger Singerman LLP

Firm name

1450 Brickell Avenue

Suite 1900

Miami, FL 33131

Number, Street, City, State & ZIP Code

Contact phone 305-755-9500 Email address singerman@bergersingerman.com

378860 FL

Bar number and State

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 4 of 22
United States Bankruptcy Court

Southern District of Florida

In re Tamarac 10200, LLC Case No.

Debtor(s) Chapter 11

VERIFICATION OF CREDITOR MATRIX

I, the Chief Restructuring Officer of the corporation named as the debtor in this case, hereby verify that the attached list of creditors is

true and correct to the best of my knowledge.

Date: December 7, 2020 /s/ Neil F. Luria

Neil F. Luria/Chief Restructuring Officer

Signer/Title

Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com Best Case Bankruptcy

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 5 of 22
}bk1{CreditoAsMarix}bk{

Florida Department of State

Division of Corporations

P.O. Box 6198

Tallahassee, FL 32314

Internal Revenue Service

P.O. Box 21126

Philadelphia, PA 19114

International Supply Group Corp.

1430 S. Dixie Highway, Ste. 321

Coral Gables, FL 33146

IRC Consulting, Inc.

Attn: Charles Sweet, President

1020 Holland Drive, Ste. 114

Boca Raton, FL 33487

IRS - Insolvency Unit

7850 S.W. 6th Court

Mail Stop 5730

Plantation, FL 33324

NHTV ULM Holding LLC

c/o MS Capital Partners Adviser Inc.

Attn: Frederik Wijsenbeek

1585 Broadway

New York, NY 10036

Raimundo Jose Santamarta

1500 Island Boulevard

Aventura, FL 33160

State of Florida/Department of Revenue

Bankruptcy Section

P.O. Box 6668

Tallahassee, FL 32314-6668

Unipharma, LLC

10200 N.W. 67th Street

Fort Lauderdale, FL 33321

United States Trustee

51 S.W. First Avenue, Ste. 1204

Miami, FL 33130

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 6 of 22
6th

OFFICER’S CERTIFICATE

I, NEIL LURIA, hereby certify that I am the duly appointed, qualified and acting Chief

Restructuring Officer of Tamarac 10200, LLC, a Florida limited liability company (the

“Company”), and, as such, I am authorized to execute and deliver this Officer’s Certificate on behalf

ofthe Company, and do hereby certify that the attached hereto as Exhibit A is a true, correct and

complete copy ofthe written resolutions adopted by the Manager ofthe Company. Such resolutions

have not been revoked, modified, amended, or rescinded since their adoption, are in full force and

effect as ofthe date hereof, and are the only resolutions adopted by the Manager ofthe Company

with respect to the subject matter thereof.

IN WITNESS WHEREOF, I have executed this Officer’s Certificate on this

ofDecember 2020.

day

By:

Neil Lurm, Chief Restructuring Officer

10179331-1

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 7 of 22
10179331-1 

EXHIBIT A 

WRITTEN CONSENT 

OF THE SOLE MANAGER 

OF TAMARAC 10200, LLC, 

IN LIEU OF A MEETING 

The undersigned, being the sole manager (the “Manager”) of Tamarac 10200, LLC, a Florida 

limited liability company (the “Company”), does hereby waive all formal requirements, including 

the necessity of holding a formal or informal meeting, and any requirements for notice; and does 

hereby consent in writing to the adoption of the following unanimous resolutions, taking said actions 

in lieu of a meeting of the Manager of the Company pursuant to the Florida Revised Limited 

Liability Company Act and the First Amended and Restated Operating Agreement of the Company, 

dated as of September 28, 2018, as amended (the “Operating Agreement”) (collectively, the “Written 

Consent”). Any defined term used but not defined herein shall have the meaning ascribed to such 

term in the Operating Agreement. These resolutions may be executed in more than one counterpart, 

by pdf or facsimile, each of which shall be an original and all of which together shall be one and the 

same instrument. 

WHEREAS, the Manager has waived any and all notice requirements in connection with the 

resolutions unanimously adopted herein; 

WHEREAS, the Manager has reviewed and considered the operational condition of the 

Company and the business of the Company on the date hereof, including the historical performance 

of the Company, the assets of the Company, the current and long-term liabilities of the Company, the 

liquidity of the Company, the strategic alternatives available to the Company, and the impact of the 

foregoing on the business, creditors and other parties in interest of the Company; 

WHEREAS, the Manager has received, reviewed and considered the recommendations the 

legal, financial and other advisors of the Company as to the relative risks and benefits of pursuing a 

reorganization under chapter 11 of title 11 of the United States Code (11 U.S.C. §§ 101 et seq., the 

“Bankruptcy Code”), and the Manager has had an opportunity to consult with the legal, financial and 

other advisors of the Company and has fully considered each of the strategic alternatives available to 

the Company; 

WHEREAS, the Manager has received, reviewed, and considered entering into a 

commitment for debtor-in-possession financing for Unipharma, LLC (“Unipharma”) as guarantor on 

or about December 6, 2020, for a senior secured debtor-in-possession financing credit facility in an 

aggregate amount up to $15,600,000 (the “DIP Facility”), and the Manager has received and 

reviewed the credit agreement documenting the DIP Facility (as amended, supplemented, restated, or 

otherwise modified from time to time, the “DIP Credit Agreement”) with the lenders set forth 

therein; 

WHEREAS, the Manager agrees that the Company will obtain benefits from the DIP 

Facility and desires that the Company enter into that certain DIP Credit Agreement; 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 8 of 22
10179331-1 2

WHEREAS, in the business judgment of the Manager, it is in the best interests of the 

Company, its creditors, employees, and other parties in interest that a petition be filed by the 

Company seeking relief under the provisions of the Bankruptcy Code, in which the authority to 

operate as debtors-in-possession will be sought; 

WHEREAS, the Manager desires that the Company files or causes to be filed a voluntary 

petition (collectively, the “Petition”) for relief under chapter 11 of the Bankruptcy Code and the 

following resolutions are adopted by the unanimous written consent of the Manager: 

I. Chapter 11 Case.

IT IS THEREFORE RESOLVED, that in the business judgment of the Manager, it is 

desirable and in the best interests of the Company and its equity owners, creditors, employees, and 

other interested parties that a Petition be filed by the Company under the provisions of chapter 11 of 

the Bankruptcy Code; and it is further 

RESOLVED, that the Manager shall and does hereby approve and ratify the 

recommendation of the senior management of the Company to file a Petition on behalf of the 

Company in the United States Bankruptcy Court for the Southern District of Florida (collectively, 

the “Chapter 11 Case”); and it is further 

RESOLVED, that the Company shall be, and it hereby is, authorized, directed and 

empowered (i) to file the Petition for the Company, (ii) to commence the Chapter 11 Case, and (iii) 

to perform any and all such acts as are reasonable, advisable, expedient, convenient, proper and 

necessary to effect any of the foregoing; and it is further 

RESOLVED, that the Manager hereby authorizes, directs and empowers any current or 

future Chief Executive Officer, Chief Restructuring Officer, or Chief Financial Officer of the 

Company (collectively, the “Authorized Officers”), and each of them, acting alone or in any 

combination, on behalf of the Company to prepare, execute and/or verify and to cause to be filed, 

and the Secretary, any Assistant Secretary or other applicable officer, be and each hereby is 

authorized to attest to, any and all documents required by, necessary or appropriate to, the filing and 

administration of the Chapter 11 Case, including but not limited to the Petition, as well as all other 

ancillary documents (including, but not limited to, petitions, schedules, statements, lists, motions, 

applications, DIP Credit Agreement(s), objections, responses, affidavits, declarations, complaints, 

pleadings, disclosure statements, plans of reorganization or liquidation and other papers or 

documents) necessary or desirable in connection with the foregoing, including but not limited to, any 

amendments, modifications or supplements thereto (collectively, the “Chapter 11 Documents”); and 

it is further 

RESOLVED, that any of the Authorized Officers, who may act without the joinder of any of 

the other officer or manager of the Company, is hereby authorized to execute and deliver the Chapter 

11 Documents in the name and on behalf of the Company and otherwise to take all actions 

(including, without limitation, (i) negotiation, execution, delivery, and filing of any agreements, 

certificates, or other instruments or documents, (ii) the payment of any retainer or consideration for 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 9 of 22
10179331-1 3

any professional retained by the Company in the Chapter 11 Case, and (iii) the payment of expenses 

and taxes as any such Authorized Officer may deem necessary, appropriate, or advisable (such acts 

to be conclusive evidence that such Authorized Officer deemed the same to be necessary, 

appropriate, or advisable) in order to commence and administer the Chapter 11 Case, and all acts of 

the Authorized Officer taken pursuant to the authority granted herein, or having occurred prior to the 

date hereof in order to effect such transactions, are hereby approved, adopted, ratified, and 

confirmed in all respects; and it is further 

II. Retention of Professionals. 

RESOLVED, the Manager hereby approves and ratifies the employment by the Company of 

the law firm of Berger Singerman LLP (“Berger Singerman”), to represent the Company as its 

general bankruptcy counsel to represent and assist the Company in carrying out its duties under the 

Bankruptcy Code and all related matters, and to take any and all actions to advance the Company’s 

rights, including the preparation of pleadings and filings in the Chapter 11 Case; and in connection 

therewith, the Authorized Officers (defined herein) be and each of them, acting alone or in any 

combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the 

Company to execute appropriate retention agreements, pay appropriate retainers prior to and 

immediately upon the filing of the Chapter 11 Case, and to cause to be filed an appropriate 

application for authority to retain the services of Berger Singerman; 

RESOLVED, the Manager hereby reapproves and reratifies the employment by the company 

of SOLIC Capital Advisors, LLC and SOLIC Capital, LLC (collectively, “SOLIC”), to provide the 

services of the Chief Restructuring Officer and certain other interim offices to represent the 

Company pursuant to the retention agreement dated November 10, 2020, to provide the restructuring 

services detailed therein to the Company; and in connection therewith, the Authorized Officers 

(defined herein) be and each of them, acting alone or in any combination, hereby is, authorized, 

directed and empowered, on behalf of and in the name of the Company to execute appropriate 

retention agreements, pay appropriate retainers prior to and immediately upon the filing of the 

Chapter 11 Case, and to cause to be filed an appropriate application for authority to retain the 

services of SOLIC; and it is further 

RESOLVED, that the retention of Kurtzman Carson Consultants LLC pursuant to the 

retention agreement dated November 23, 2020, and the execution of any retention agreements, the 

payment of any retainers, and the approval of any matters related thereto, be and hereby are ratified, 

adopted, and approved in all respects as the acts and deeds of the Company and the Authorized 

Officers, and each of them hereby is, authorized and directed to immediately upon and after the 

filing of the Chapter 11 Case execute and cause to be filed an application for authority to retain 

Kurtzman Carson Consultants LLC as the Company's notice and claims agent; and it is further 

RESOLVED, that the Authorized Officers be, and each of them, acting alone or in any 

combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the 

Company to employ any other individual and/or firm as professionals or consultants or financial 

advisors to the Company as are deemed necessary to represent and assist the Company in carrying 

out its duties under the Bankruptcy Code, and in connection therewith, the Authorized Officers 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 10 of 22
10179331-1 4

acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and 

in the name of the Company to execute appropriate retention agreements, pay appropriate retainers 

prior to and immediately upon the filing of the Chapter 11 Case, and to cause to be filed an 

appropriate application for authority to retain the services of such firms. 

III. Debtor-in Possession Financing 

RESOLVED, that the Authorized Officers be, and hereby are, authorized, directed, and 

empowered, on behalf of and in the name of the Company (A) to obtain post-petition financing 

according to the terms negotiated, or to be negotiated, by the management of the Company, 

including under debtor-in-possession credit facilities or relating to the use of cash collateral, and (B) 

to secure the payment and performance of any post-petition financing by (i) pledging or granting 

liens and mortgages on, or security interest in, all or any portion of the Company’s assets, including 

all or any portion of the issued and outstanding capital stock, partnership interests, or membership 

interests of any subsidiaries of the Company, whether now owned or hereafter acquired, and (ii) 

entering into or causing to be entered into such security agreements, pledge agreements, control 

agreements, intercreditor agreements, mortgages, deeds of trust and other agreements as are 

necessary, appropriate, or desirable to effectuate the intent of, or matters reasonably contemplated or 

implied by, this resolution in such form, covering such collateral and having such other terms and 

conditions as are approved or deemed necessary, appropriate or desirable by the officer executing the 

same, the execution thereof by such officer to be conclusive evidence of such approval or 

determination; and it is further 

 RESOLVED, that the form, terms, and provisions of the DIP Facility, the DIP Credit 

Agreement, and each of the other DIP Facility Documents (as defined below), and the Company’s 

incurrence and performance of its obligations under the DIP Facility, the DIP Credit Agreement, and 

each of the other DIP Facility Documents (as defined below), including any borrowings thereunder, 

granting of liens on, or security interests in, all or any portion of the Company’s assets as provided 

therein, and the consummation of the transactions contemplated thereby, be, and hereby are, in all 

respects authorized and approved; and further resolved, that each of the Authorized Officers be, and 

hereby is, authorized and empowered to executed and deliver, and to cause the Company to incur 

and perform its obligations under the DIP Facility and the DIP Credit Agreement and each of the 

agreements, documents, and instruments contemplated by any of the foregoing or requested by the 

DIP Facility lenders in connection with any of the DIP Facility (together with the DIP Credit 

Agreement, the “DIP Facility Documents”), and each of the documents and instruments 

contemplated thereby, in the name and on behalf of the Company under its seal or otherwise, 

substantially in the forms presented to the Manager, with such changes therein and modifications and 

amendments thereto as any Authorized Officer may in his or her sole discretion approve, which 

approval shall be conclusively evidenced by his or her execution thereof; and it is further 

RESOLVED, that each of the Authorized Officers be, and hereby is, authorized and 

empowered to execute and deliver any amendments, amendment and restatements, supplements, 

modifications, renewals, extensions, replacements, consolidations, substitutions, and extensions of 

the DIP Facility and the DIP Facility Documents that shall in their sole judgment be necessary, 

proper or advisable; and it is further 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 11 of 22
10179331-1 5

 RESOLVED, that all acts and actions taken by the Authorized Officers prior to the date 

hereof with respect to the transactions contemplated by the DIP Credit Agreement and any of the 

other DIP Facility Documents be, and hereby are, in all respects confirmed, approved, and ratified; 

and it is further 

IV. General Authorizations and Ratifications. 

RESOLVED, that the Authorized Officers be, and each of them acting alone or in any 

combination is, hereby authorized, directed and empowered from time to time in the name and on 

behalf of the Company, to (i) take such further actions and execute and deliver or cause to be 

executed and delivered, where necessary or appropriate, file (or cause to be filed) with the 

appropriate governmental authorities all such other certificates, instruments, guaranties, notices and 

documents as may be required or as such Authorized Officer may deem necessary, advisable or 

proper to carry out the intent and purpose of the foregoing resolutions, including the execution and 

delivery of any security agreements, pledges, financing statements and the like, (ii) perform the 

obligations of the Company under the Bankruptcy Code, the DIP Facility, the DIP Credit 

Agreement, and the other DIP Facility Documents, with all such actions to be performed in such 

manner, and all such certificates, instruments, guaranties, notices and documents to be executed and 

delivered in such form, as the Authorized Officer performing or executing the same shall approve, 

and the performance or execution thereof by such Authorized Officer shall be conclusive evidence of 

the approval thereof by such officer and by the Company, and (iii) incur and pay such fees, expenses 

and other amounts as in his, her or their judgment shall be necessary, proper or advisable in order to 

fully carry out the intent and accomplish the purposes of each of the foregoing resolutions; and it is 

further 

RESOLVED, that the Authorized Officers be, and each of them acting alone is, hereby 

authorized, directed and empowered from time to time in the name and on behalf of the Company, to 

adopt resolutions and otherwise exercise the rights and powers of the Company as such Authorized 

Officer may deem necessary, appropriate or desirable; and that thereupon such resolutions shall be 

deemed adopted as and for the resolutions of the Company; and it is further 

RESOLVED, that all of the acts and transactions relating to matters contemplated by the 

foregoing resolutions, which acts would have been approved by the foregoing resolutions except that 

such actions were taken prior to the execution of these resolutions, are hereby in all respects, 

confirmed, ratified and approved; and it is further 

RESOLVED, that all acts lawfully done or actions lawfully taken by any director, officer or 

equity holder of the Company or any of the professionals in connection with the reorganization or 

liquidation of the Company or any matter related thereto, or by virtue of these resolutions be, and 

they hereby are, in all respects, ratified, confirmed and approved; and it is further 

RESOLVED, that these resolutions and actions shall be the actions of the Manager, and the 

Chief Executive Officer of the Company is hereby directed to place the Minutes of the Manager with 

the records of the proceedings of the Manager; and it is further 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 12 of 22
10179331-1 6

RESOLVED, that the Chief Executive Officer of the Company is hereby authorized to join 

the execution of, or attest and/or affix the corporate seal of the Company to any documents, 

agreement or instrument executed by the Authorized Officers of the Company on behalf of the 

Company in furtherance of the foregoing resolutions. 

Signatures on following page. 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 13 of 22
IN WITNESS WHEREOF, the undersigned, in his capacity as the Manager of Tamarac

10200, LLC, has executed and delivered this Written Consent for the purpose of giving his consent

hereto as of the date written below.

MANAGER

Date: 2024

10179331-t

(-'

December 6

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 14 of 22
6th

OFFICER’S CERTIFICATE

I, NEIL LURIA, hereby certify that I am the duly appointed, qualified and acting Chief

Restructuring Officer of Tamarac 10200, LLC, a Florida limited liability company (the

“Company”), and, as such, 1 am authorized to execute and deliverthis Officer’s Certificate on behalf

ofthe Company, and do hereby certify that the attached hereto as Exhibit A is a true, correct and

complete copy ofthe unanimous written resolutions adopted by the Members ofthe Company. Such

resolutions have not been revoked, modified, amended, or rescinded since their adoption, are in full

force and effect as ofthe date hereof, and are the only resolutions adopted by the Members ofthe

Company with respect to the subject matter thereof.

IN WITNESS WHEREOF, I have executed this Officer’s Certificate on this

ofDecember 2020.

day

By:

Neil Luri^ffChief Restructuring Officer

10179327-1

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 15 of 22
10179327-1 

EXHIBIT A 

UNANIMOUS WRITTEN CONSENT 

OF THE MEMBERS 

OF TAMARAC 10200, LLC, 

IN LIEU OF A MEETING 

The undersigned, being all of the Members (the “Members”) of Tamarac 10200, LLC, a 

Florida limited liability company (the “Company”), do hereby waive all formal requirements, 

including the necessity of holding a formal or informal meeting, and any requirements for notice; 

and do hereby consent in writing to the adoption of the following unanimous resolutions, taking said 

actions in lieu of a meeting of the Members of the Company pursuant to the Florida Revised Limited 

Liability Company Act and the First Amended and Restated Operating Agreement of the Company, 

dated as of September 28, 2018, as amended (the “Operating Agreement”) (collectively, the “Written 

Consent”). Any defined term used but not defined herein shall have the meaning ascribed to such 

term in the Operating Agreement. These resolutions may be executed in more than one counterpart, 

by pdf or facsimile, each of which shall be an original and all of which together shall be one and the 

same instrument. 

WHEREAS, each Member has waived any and all notice requirements in connection with 

the resolutions unanimously adopted herein; 

WHEREAS, each Member has reviewed and considered the operational condition of the 

Company and the business of the Company on the date hereof, including the historical performance 

of the Company, the assets of the Company, the current and long-term liabilities of the Company, the 

liquidity of the Company, the strategic alternatives available to the Company, and the impact of the 

foregoing on the business, creditors and other parties in interest of the Company; 

WHEREAS, the Members have received, reviewed and considered the recommendations the 

legal, financial and other advisors of the Company as to the relative risks and benefits of pursuing a 

reorganization under chapter 11 of title 11 of the United States Code (11 U.S.C. §§ 101 et seq., the 

“Bankruptcy Code”), and the Members have had an opportunity to consult with the legal, financial 

and other advisors of the Company and have fully considered each of the strategic alternatives 

available to the Company; 

WHEREAS, the Members have received, reviewed, and considered entering into a 

commitment for debtor-in-possession financing for Unipharma, LLC (“Unipharma”) as guarantor on 

or about December 6, 2020, for a senior secured debtor-in-possession financing credit facility in an 

aggregate amount up to $15,600,000 (the “DIP Facility”), and the Members have received and 

reviewed the credit agreement documenting the DIP Facility (as amended, supplemented, restated, or 

otherwise modified from time to time, the “DIP Credit Agreement”) with the lenders set forth 

therein; 

WHEREAS, the Members agree that the Company will obtain benefits from the DIP Facility 

and desire that the Company enter into that certain DIP Credit Agreement; 

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WHEREAS, in the business judgment of the Members, it is in the best interests of the 

Company, its creditors, employees, and other parties in interest that a petition be filed by the 

Company seeking relief under the provisions of the Bankruptcy Code, in which the authority to 

operate as debtors-in-possession will be sought; 

WHEREAS, the Members desire that the Company files or causes to be filed a voluntary 

petition (collectively, the “Petition”) for relief under chapter 11 of the Bankruptcy Code and the 

following resolutions were adopted by the unanimous written consent of the Members: 

I. Chapter 11 Case.

IT IS THEREFORE RESOLVED, that in the business judgment of the Members, it is 

desirable and in the best interests of the Company and its equity owners, creditors, employees, and 

other interested parties that a Petition be filed by the Company under the provisions of chapter 11 of 

the Bankruptcy Code; and it is further 

RESOLVED, that the Members shall and do hereby approve and ratify the recommendation 

of the senior management of the Company to file a Petition on behalf of the Company in the United 

States Bankruptcy Court for the Southern District of Florida (collectively, the “Chapter 11 Case”); 

and it is further 

RESOLVED, that the Company shall be, and it hereby is, authorized, directed and 

empowered (i) to file the Petition for the Company, (ii) to commence the Chapter 11 Case, and (iii) 

to perform any and all such acts as are reasonable, advisable, expedient, convenient, proper and 

necessary to effect any of the foregoing; and it is further 

RESOLVED, that the Members hereby authorize, direct and empower any current or future 

Chief Executive Officer, Chief Restructuring Officer, or Chief Financial Officer of the Company 

(collectively, the “Authorized Officers”), and each of them, acting alone or in any combination, on 

behalf of the Company to prepare, execute and/or verify and to cause to be filed, and the Secretary, 

any Assistant Secretary or other applicable officer, be and each hereby is authorized to attest to, any 

and all documents required by, necessary or appropriate to, the filing and administration of the 

Chapter 11 Case, including but not limited to the Petition, as well as all other ancillary documents 

(including, but not limited to, petitions, schedules, statements, lists, motions, applications, DIP 

Credit Agreement(s), objections, responses, affidavits, declarations, complaints, pleadings, 

disclosure statements, plans of reorganization or liquidation and other papers or documents) 

necessary or desirable in connection with the foregoing, including but not limited to, any 

amendments, modifications or supplements thereto (collectively, the “Chapter 11 Documents”); and 

it is further 

RESOLVED, that any of the Authorized Officers, who may act without the joinder of any of 

the other officer or manager of the Company, is hereby authorized to execute and deliver the Chapter 

11 Documents in the name and on behalf of the Company and otherwise to take all actions 

(including, without limitation, (i) negotiation, execution, delivery, and filing of any agreements, 

certificates, or other instruments or documents, (ii) the payment of any retainer or consideration for 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 17 of 22
10179327-1 3

any professional retained by the Company in the Chapter 11 Case, and (iii) the payment of expenses 

and taxes as any such Authorized Officer may deem necessary, appropriate, or advisable (such acts 

to be conclusive evidence that such Authorized Officer deemed the same to be necessary, 

appropriate, or advisable) in order to commence and administer the Chapter 11 Case, and all acts of 

the Authorized Officer taken pursuant to the authority granted herein, or having occurred prior to the 

date hereof in order to effect such transactions, are hereby approved, adopted, ratified, and 

confirmed in all respects; and it is further 

II. Retention of Professionals.

RESOLVED, each Member hereby approves and ratifies the employment by the Company

of the law firm of Berger Singerman LLP (“Berger Singerman”), to represent the Company as its 

general bankruptcy counsel to represent and assist the Company in carrying out its duties under the 

Bankruptcy Code and all related matters, and to take any and all actions to advance the Company’s 

rights, including the preparation of pleadings and filings in the Chapter 11 Case; and in connection 

therewith, the Authorized Officers (defined herein) be and each of them, acting alone or in any 

combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the 

Company to execute appropriate retention agreements, pay appropriate retainers prior to and 

immediately upon the filing of the Chapter 11 Case, and to cause to be filed an appropriate 

application for authority to retain the services of Berger Singerman; 

RESOLVED, each Member hereby reapproves and reratifies the employment by the 

company of SOLIC Capital Advisors, LLC and SOLIC Capital, LLC (collectively, “SOLIC”), to 

provide the services of the Chief Restructuring Officer and certain other interim offices to represent 

the Company pursuant to the retention agreement dated November 10, 2020, to provide the 

restructuring services detailed therein to the Company; and in connection therewith, the Authorized 

Officers (defined herein) be and each of them, acting alone or in any combination, hereby is, 

authorized, directed and empowered, on behalf of and in the name of the Company to execute 

appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing 

of the Chapter 11 Case, and to cause to be filed an appropriate application for authority to retain the 

services of SOLIC; and it is further 

RESOLVED, that the retention of Kurtzman Carson Consultants LLC pursuant to the 

retention agreement dated November 23, 2020, and the execution of any retention agreements, the 

payment of any retainers, and the approval of any matters related thereto, be and hereby are ratified, 

adopted, and approved in all respects as the acts and deeds of the Company and the Authorized 

Officers, and each of them hereby is, authorized and directed to immediately upon and after the 

filing of the Chapter 11 Case execute and cause to be filed an application for authority to retain 

Kurtzman Carson Consultants LLC as the Company's notice and claims agent; and it is further 

RESOLVED, that the Authorized Officers be, and each of them, acting alone or in any 

combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the 

Company to employ any other individual and/or firm as professionals or consultants or financial 

advisors to the Company as are deemed necessary to represent and assist the Company in carrying 

out its duties under the Bankruptcy Code, and in connection therewith, the Authorized Officers 

Case 20-23346-PDR Doc 1 Filed 12/07/20 Page 18 of 22
10179327-1 4

acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and 

in the name of the Company to execute appropriate retention agreements, pay appropriate retainers 

prior to and immediately upon the filing of the Chapter 11 Case, and to cause to be filed an 

appropriate application for authority to retain the services of such firms. 

III. Debtor-in Possession Financing 

RESOLVED, that the Authorized Officers be, and hereby are, authorized, directed, and 

empowered, on behalf of and in the name of the Company (A) to obtain post-petition financing 

according to the terms negotiated, or to be negotiated, by the management of the Company, 

including under debtor-in-possession credit facilities or relating to the use of cash collateral, and (B) 

to secure the payment and performance of any post-petition financing by (i) pledging or granting 

liens and mortgages on, or security interest in, all or any portion of the Company’s assets, including 

all or any portion of the issued and outstanding capital stock, partnership interests, or membership 

interests of any subsidiaries of the Company, whether now owned or hereafter acquired, and (ii) 

entering into or causing to be entered into such security agreements, pledge agreements, control 

agreements, intercreditor agreements, mortgages, deeds of trust and other agreements as are 

necessary, appropriate, or desirable to effectuate the intent of, or matters reasonably contemplated or 

implied by, this resolution in such form, covering such collateral and having such other terms and 

conditions as are approved or deemed necessary, appropriate or desirable by the officer executing the 

same, the execution thereof by such officer to be conclusive evidence of such approval or 

determination; and it is further 

 RESOLVED, that the form, terms, and provisions of the DIP Facility, the DIP Credit 

Agreement, and each of the other DIP Facility Documents (as defined below), and the Company’s 

incurrence and performance of its obligations under the DIP Facility, the DIP Credit Agreement, and 

each of the other DIP Facility Documents (as defined below), including any borrowings thereunder, 

granting of liens on, or security interests in, all or any portion of the Company’s assets as provided 

therein, and the consummation of the transactions contemplated thereby, be, and hereby are, in all 

respects authorized and approved; and further resolved, that each of the Authorized Officers be, and 

hereby is, authorized and empowered to executed and deliver, and to cause the Company to incur 

and perform its obligations under the DIP Facility and the DIP Credit Agreement and each of the 

agreements, documents, and instruments contemplated by any of the foregoing or requested by the 

DIP Facility lenders in connection with any of the DIP Facility (together with the DIP Credit 

Agreement, the “DIP Facility Documents”), and each of the documents and instruments 

contemplated thereby, in the name and on behalf of the Company under its seal or otherwise, 

substantially in the forms presented to the Members, with such changes therein and modifications 

and amendments thereto as any Authorized Officer may in his or her sole discretion approve, which 

approval shall be conclusively evidenced by his or her execution thereof; and it is further 

RESOLVED, that each of the Authorized Officers be, and hereby is, authorized and 

empowered to execute and deliver any amendments, amendment and restatements, supplements, 

modifications, renewals, extensions, replacements, consolidations, substitutions, and extensions of 

the DIP Facility and the DIP Facility Documents that shall in their sole judgment be necessary, 

proper or advisable; and it is further 

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10179327-1 5

 RESOLVED, that all acts and actions taken by the Authorized Officers prior to the date 

hereof with respect to the transactions contemplated by the DIP Credit Agreement and any of the 

other DIP Facility Documents be, and hereby are, in all respects confirmed, approved, and ratified; 

and it is further 

IV. General Authorizations and Ratifications.

RESOLVED, that the Authorized Officers be, and each of them acting alone or in any

combination is, hereby authorized, directed and empowered from time to time in the name and on 

behalf of the Company, to (i) take such further actions and execute and deliver or cause to be 

executed and delivered, where necessary or appropriate, file (or cause to be filed) with the 

appropriate governmental authorities all such other certificates, instruments, guaranties, notices and 

documents as may be required or as such Authorized Officer may deem necessary, advisable or 

proper to carry out the intent and purpose of the foregoing resolutions, including the execution and 

delivery of any security agreements, pledges, financing statements and the like, (ii) perform the 

obligations of the Company under the Bankruptcy Code, the DIP Facility, the DIP Credit 

Agreement, and the other DIP Facility Documents, with all such actions to be performed in such 

manner, and all such certificates, instruments, guaranties, notices and documents to be executed and 

delivered in such form, as the Authorized Officer performing or executing the same shall approve, 

and the performance or execution thereof by such Authorized Officer shall be conclusive evidence of 

the approval thereof by such officer and by the Company, and (iii) incur and pay such fees, expenses 

and other amounts as in his, her or their judgment shall be necessary, proper or advisable in order to 

fully carry out the intent and accomplish the purposes of each of the foregoing resolutions; and it is 

further 

RESOLVED, that the Authorized Officers be, and each of them acting alone is, hereby 

authorized, directed and empowered from time to time in the name and on behalf of the Company, to 

adopt resolutions and otherwise exercise the rights and powers of the Company as such Authorized 

Officer may deem necessary, appropriate or desirable; and that thereupon such resolutions shall be 

deemed adopted as and for the resolutions of the Company; and it is further 

RESOLVED, that all of the acts and transactions relating to matters contemplated by the 

foregoing resolutions, which acts would have been approved by the foregoing resolutions except that 

such actions were taken prior to the execution of these resolutions, are hereby in all respects, 

confirmed, ratified and approved; and it is further 

RESOLVED, that all acts lawfully done or actions lawfully taken by any director, officer or 

equity holder of the Company or any of the professionals in connection with the reorganization or 

liquidation of the Company or any matter related thereto, or by virtue of these resolutions be, and 

they hereby are, in all respects, ratified, confirmed and approved; and it is further 

RESOLVED, that these resolutions and actions shall be the actions of the Members, and the 

Chief Executive Officer of the Company is hereby directed to place the Minutes of the Members 

with the records of the proceedings of the Members; and it is further 

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10179327-1 6

RESOLVED, that the Chief Executive Officer of the Company is hereby authorized to join 

the execution of, or attest and/or affix the corporate seal of the Company to any documents, 

agreement or instrument executed by the Authorized Officers of the Company on behalf of the 

Company in furtherance of the foregoing resolutions. 

Signatures on following page. 

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10179327-1 

IN WITNESS WHEREOF, the undersigned, in their capacity as all of the Members 

Tamarac 10200, LLC, have executed and delivered this Written Consent for the purpose of giving 

their consent hereto as of the date written below. 

MEMBERS 

NHTV ULM HOLDINGS LLC

(acting on behalf of Raimundo J. 

Santamarta by means of proxy) 

By: North Haven Tactical Value Fund LP, 

its member 

By: MS Tactical Value Fund GP LP, 

its general partner 

By: MS Tactical Value Fund GP Inc., 

its general partner 

By:_________________________________ 

Name: Frederik Wijsenbeek 

Title: Executive Director 

Date: , 2020 

NHTV ULM HOLDINGS LLC

(acting on behalf of International Supply 

Group Corp. by means of proxy) 

By: North Haven Tactical Value Fund LP, 

its member 

By: MS Tactical Value Fund GP LP, 

its general partner 

By: MS Tactical Value Fund GP Inc., 

its general partner 

By:_________________________________ 

Name: Frederik Wijsenbeek 

Title: Executive Director 

 Date: , 2020 

December 6

December 6

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