JOINT FILING AGREEMENT AND POWER OF ATTORNEY
The undersigned hereby agrees, pursuant to Rule 13d-1(k)(1) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), that a Joint Schedule 13D
or Schedule 13G and any amendment thereto be filed on behalf of each signatory
to the Scripps Family Agreement dated October 22, 1995, as amended, in respect
of (a) the Class A Common Shares of The X. X. Xxxxxxx Company ("EWSCO") and (b)
the Class A Common Shares of Scripps Networks Interactive, Inc. ("SNI").
Know all by these present, that the undersigned does hereby constitute and
appoint Miramar Services, Inc., Xxxxx X. Xxxxxxx and Xxxx X. Xxxxxxxx, and each
of them, as the undersigned's true and lawful attorneys-in-fact and agents to do
any and all things, and execute any or all instruments which, after the advice
of counsel, said attorneys and agents may deem necessary and advisable to enable
the undersigned to comply with the Exchange Act and any rules and regulations
and requirements of the Securities and Exchange Commission ("SEC") in connection
with the Scripps Family Agreement among the undersigned, EWSCO, SNI and certain
other parties, including specifically, but without limitation thereof, power of
attorney to sign the undersigned's name to a Form ID, Schedule 13D or 13G and
any amendments thereto, or a Form 144, Form 3, Form 4 or Form 5 and any
amendments thereto, to be filed with the SEC in respect of the shares of capital
stock of EWSCO or SNI; and the undersigned does hereby ratify and confirm all
that any of said attorneys and agents shall do or cause to be done by virtue
hereof.
Executed on this 31st day of March, 2014.
/s/ Xxxxxx X. Xxxxxxx
Name:
