EXHIBIT 2
---------
RESOLUTION OF SIGNATURE AUTHORITY
FOR XXXXX X. XXXX
This Resolution is formed and entered into as of the 1st day of May, 2000, by
and among Xxxxx X. Xxxx ("Xxxx"), Xxxxxxxx Associates Fund, a California limited
partnership ("Associates"), Xxxxxxxx Associates Fund II, a California limited
partnership ("Associates II"), Xxxxxxxx Associates Fund III, a California
limited partnership ("Associates III"), Xxxxxxxx Associates Fund IV, a Delaware
limited partnership ("Associates IV"), Xxxxxxxx Associates Fund V, a Delaware
limited partnership ("Associates V"), Xxxxxxxx Associates Fund VI, a Delaware
limited partnership ("Associates VI"), Xxxxxxxx III, a California limited
partnership ("Xxxxxxxx III"), Xxxxxxxx IV, a California limited partnership
("Xxxxxxxx IV"), Xxxxxxxx V, a California limited partnership ("Xxxxxxxx V"),
Xxxxxxxx VI Investment Partners, a California limited partnership ("Xxxxxxxx
VI"), Xxxxxxxx VII, a California limited partnership ("Xxxxxxxx VII"), Xxxxxxxx
VIII, a California limited partnership ("Xxxxxxxx VIII"), Xxxxxxxx IX, a
Delaware limited partnership ("Xxxxxxxx IX"), Xxxxxxxx X, a Delaware limited
partnership ("Xxxxxxxx X"), Xxxxxxxx XI, a Delaware limited partnership
("Xxxxxxxx XI"), Xxxxxxxx XI Qualified, a Delaware limited partnership
("Xxxxxxxx XI Qualified"), Xxxxxxxx Software Partners, a California partnership
("Xxxxxxxx Software Partners"), Xxxxxxxx Software Technology Partners, a
California partnership ("Xxxxxxxx Software Technology Partners"), Xxxxxxxx
Medical Partners, a California partnership ("Xxxxxxxx Medical Partners"),
Xxxxxxxx Medical Partners 1992, a California partnership ("Xxxxxxxx Medical
Partners 1992"), Xxxxxxxx V Management Partners, a California limited
partnership ("Xxxxxxxx V Management"), Xxxxxxxx VI Management Partners, a
California limited partnership ("Xxxxxxxx VI Management"), Xxxxxxxx VII
Management Partners, a California limited partnership ("Xxxxxxxx VII
Management"), Xxxxxxxx VIII Management, L.L.C., a Delaware limited liability
company ("Xxxxxxxx VIII Management"), Xxxxxxxx IX Management, L.L.C., a Delaware
limited liability company ("Xxxxxxxx IX Management"), Xxxxxxxx X Management,
L.L.C., a Delaware limited liability company ("Xxxxxxxx X Management"), Xxxxxxxx
XI Management, L.L.C., a Delaware limited liability company ("Xxxxxxxx XI
Management"), Xxxxxxxx Principals Fund, L.L.C., a Delaware limited liability
company ("Xxxxxxxx Principals Fund"), Xxxxxxxx Principals Fund II, L.L.C., a
Delaware limited liability company ("Xxxxxxxx Principals Fund II"), MF Partners,
a California partnership ("MF Partners"), Xxxxxxxx Partners, a California
partnership ("Xxxxxxxx Partners"), Xxxxxxxx '94 Partners, a California limited
partnership ("Xxxxxxxx '94 Partners"), Xxxxxxxx '96 Partners, a California
limited partnership ("Xxxxxxxx '96 Partners'), Valley Partners I, a California
partnership ("Valley Partners I"), Valley Partners II, a California partnership
("Valley Partners II"), Valley Partners III, a California partnership ("Valley
Partners III"), and MUHL Partners, a California partnership ("MUHL Partners")
(with Associates, Associates II, Associates III, Associates IV, Associates V,
Associates VI, Xxxxxxxx III, Xxxxxxxx IV, Xxxxxxxx V, Xxxxxxxx VI, Xxxxxxxx VII,
Xxxxxxxx VIII, Xxxxxxxx IX, Xxxxxxxx X, Xxxxxxxx XI, Xxxxxxxx XI Qualified,
Xxxxxxxx Software Partners, Xxxxxxxx Software Technology Partners, Xxxxxxxx
Medical Partners, Xxxxxxxx Medical Partners 1992, Xxxxxxxx V Management,
Xxxxxxxx VI Management, Xxxxxxxx VII Management, Xxxxxxxx VIII Management,
Xxxxxxxx IX Management, Xxxxxxxx X Management, Xxxxxxxx XI Management, Xxxxxxxx
Principals Fund, Xxxxxxxx Principals Fund II,
Page 23 of 42 pages.
MF Partners, Xxxxxxxx Partners, Xxxxxxxx '94 Partners, Xxxxxxxx '96 Partners,
Valley Partners I, Valley Partners II, Valley Partners III, and MUHL Partners
being hereinafter collectively referred to as the "Xxxxxxxx Entities"), and
Xxxxxxxx Fund, L.L.C., a Delaware limited liability company (the "Company"), the
service company with respect to the Xxxxxxxx Entities.
WITNESSETH
WHEREAS: The Company and the General Partners of the Xxxxxxxx Entities desire
-------
to empower the Controller of the Company, Xxxx, to take certain actions and to
execute certain documents on behalf of the Company and the Xxxxxxxx Entities;
RESOLVED: Xxxx is authorized and empowered to open and maintain bank accounts,
--------
to deposit or withdrawal funds, to execute checks, and to take to any actions
and execute any appropriate documents in connection therewith on behalf of the
Company and the Xxxxxxxx Entities;
RESOLVED FURTHER: That Xxxx is authorized and empowered to take all other
----------------
actions and execute all other documents necessary or appropriate to the day-to-
day management of the Company and the Xxxxxxxx Entities, and to appoint Xxxx
signing singly, as true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned, forms (including any
amendments or supplements) relating to transactions in securities in which the
undersigned may have a reporting obligation, in accordance with Section 16(a) or
Section 13 of the Securities Exchange Act of 1934 and the rules thereunder and
in connection with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
Page 24 of 42 pages.
IN WITNESS WHEREOF, the parties hereto have caused this Resolution to
be executed as of the date first above written.
/s/ Xxxxx X. Xxxx
----------------------------------
Xxxxx X. Xxxx
XXXXXXXX FUND, L.L.C. XXXXXXXX XI QUALIFIED,
A DELAWARE LIMITED LIABILITY A DELAWARE LIMITED PARTNERSHIP
COMPANY
By: XXXXXXXX XI MANAGEMENT, L.L.C.,
A DELAWARE LIMITED LIABILITY COMPANY
By: /s/ Xxxxx X. Xxxxx Its General Partner
--------------------------
Managing Member
By: /s/ Xxxxx X. Xxxxx
-------------------------------
XXXXXXXX ASSOCIATES FUND, Managing Member
A CALIFORNIA LIMITED PARTNERSHIP
XXXXXXXX SOFTWARE PARTNERS,
By: /s/ A. Xxxxx Xxxxxxxx, III A CALIFORNIA PARTNERSHIP
--------------------------------
General Partner By: XXXXXXXX VI INVESTMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP
Its General Partner
XXXXXXXX ASSOCIATES FUND II,
A CALIFORNIA LIMITED PARTNERSHIP By: XXXXXXXX VI MANAGEMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP
General Partner of Xxxxxxxx VI
By: /s/ A. Xxxxx Xxxxxxxx, III Investment Partners
-------------------------------
General Partner
By: /s/ X. Xxxxxx Xxxxx, Jr.
-------------------------------
General Partner
Page 25 of 42 pages.
XXXXXXXX SOFTWARE TECHNOLOGY PARTNERS, XXXXXXXX MEDICAL PARTNERS 1992,
A CALIFORNIA PARTNERSHIP A CALIFORNIA PARTNERSHIP
By: XXXXXXXX VI INVESTMENT PARTNERS, By: XXXXXXXX VII,
A CALIFORNIA LIMITED PARTNERSHIP A CALIFORNIA LIMITED PARTNERSHIP
Its General Partner Its General Partner
By: XXXXXXXX VI MANAGEMENT PARTNERS, By: XXXXXXXX VII MANAGEMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP A CALIFORNIA LIMITED PARTNERSHIP
General Partner of Xxxxxxxx VI General Partner of Xxxxxxxx VII
Investment Partners
By: /s/ X. Xxxxxx Xxxxx, Jr. By: /s/ X. Xxxxxx Xxxxx, Jr.
------------------------------- -----------------------------
General Partner General Partner
XXXXXXXX MEDICAL PARTNERS, XXXXXXXX V MANAGEMENT PARTNERS,
A CALIFORNIA PARTNERSHIP A CALIFORNIA LIMITED PARTNERSHIP
By: XXXXXXXX VI INVESTMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP By: /s/ X. Xxxxxx Xxxxx, Jr.
Its General Partner -----------------------------
General Partner
By: XXXXXXXX VI MANAGEMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP
General Partner of Xxxxxxxx VI XXXXXXXX VI MANAGEMENT PARTNERS,
Investment Partners A CALIFORNIA LIMITED PARTNERSHIP
By: /s/ X. Xxxxxx Xxxxx, Jr. By: /s/ X. Xxxxxx Xxxxx, Jr.
------------------------------- -----------------------------
General Partner General Partner
Page 26 of 42 pages.
XXXXXXXX VII MANAGEMENT PARTNERS, XXXXXXXX PRINCIPALS FUND, L.L.C.,
A CALIFORNIA LIMITED PARTNERSHIP A DELAWARE LIMITED LIABILITY COMPANY
By: XXXXXXXX X MANAGEMENT, L.L.C.,
By: /s/ X. Xxxxxx Xxxxx, Jr. A DELAWARE LIMITED LIABILITY COMPANY
----------------------------- Its General Partner
General Partner
By: /s/ Xxxxx X. Xxxxx
XXXXXXXX VIII MANAGEMENT, L.L.C., -----------------------
A DELAWARE LIMITED LIABILITY COMPANY Managing Member
By: /s/ Xxxxx X. Xxxxx XXXXXXXX PRINCIPALS FUND II, L.L.C.,
----------------------- A DELAWARE LIMITED LIABILITY COMPANY
Managing Member
By: XXXXXXXX XI MANAGEMENT, L.L.C.,
A DELAWARE LIMITED LIABILITY COMPANY
XXXXXXXX IX MANAGEMENT, L.L.C., Its General Partner
A DELAWARE LIMITED LIABILITY
COMPANY
By: /s/ Xxxxx X. Xxxxx
-----------------------
By: /s/ Xxxxx X. Xxxxx Managing Member
-----------------------
Managing Member
XXXXXXXX PARTNERS,
A CALIFORNIA PARTNERSHIP
XXXXXXXX X MANAGEMENT, L.L.C.,
A DELAWARE LIMITED LIABILITY
COMPANY By: /s/ X. Xxxxxx Xxxxx, Jr.
-----------------------------
General Partner
By: /s/ Xxxxx X. Xxxxx
-----------------------
Managing Member
Page 27 of 42 pages.
XXXXXXXX '94 PARTNERS, VALLEY PARTNERS II,
A CALIFORNIA LIMITED PARTNERSHIP A CALIFORNIA PARTNERSHIP
By: /s/ X. Xxxxxx Xxxxx, Jr. By: /s/ X. Xxxxxx Xxxxx, Jr.
----------------------------- -----------------------------
General Partner General Partner
XXXXXXXX '96 PARTNERS, VALLEY PARTNERS III,
A CALIFORNIA LIMITED PARTNERSHIP A CALIFORNIA PARTNERSHIP
By: /s/ X. Xxxxxx Xxxxx, Jr. By: /s/ Xxxxx X. Xxxxx
----------------------------- -----------------------
General Partner General Partner
MF PARTNERS, XXXXXXXX ASSOCIATES FUND III,
A CALIFORNIA PARTNERSHIP A CALIFORNIA LIMITED PARTNERSHIP
By: XXXXXXXX VIII MANAGEMENT,
By: /s/ X. Xxxxxx Xxxxx, Jr. L.L.C., A DELAWARE LIMITED
----------------------------- LIABILITY COMPANY
General Partner Its General Partner
MUHL PARTNERS, By: /s/ Xxxxx X. Xxxxx
A CALIFORNIA PARTNERSHIP -----------------------
Managing Member
By: /s/ X. Xxxxxx Xxxxx, Jr.
----------------------------- XXXXXXXX ASSOCIATES FUND IV,
General Partner A DELAWARE LIMITED PARTNERSHIP
By: XXXXXXXX IX MANAGEMENT,
VALLEY PARTNERS, L.L.C., A DELAWARE LIMITED
A CALIFORNIA PARTNERSHIP LIABILITY COMPANY
Its General Partner
By: /s/ X. Xxxxxx Xxxxx, Jr.
----------------------------- By: /s/ Xxxxx X. Xxxxx
General Partner -----------------------
Managing Member
Page 28 of 42 pages.
XXXXXXXX ASSOCIATES FUND V, XXXXXXXX V,
A DELAWARE LIMITED PARTNERSHIP A CALIFORNIA LIMITED PARTNERSHIP
By: XXXXXXXX X MANAGEMENT, By: XXXXXXXX V MANAGEMENT PARTNERS,
L.L.C., A DELAWARE LIMITED A CALIFORNIA LIMITED PARTNERSHIP
LIABILITY COMPANY Its General Partner
Its General Partner
By: /s/ X. Xxxxxx Xxxxx, Jr.
By: /s/ Xxxxx X. Xxxxx -----------------------------
----------------------- General Partner
Managing Member
XXXXXXXX VI INVESTMENT PARTNERS,
XXXXXXXX ASSOCIATES FUND VI, A CALIFORNIA LIMITED PARTNERSHIP
A DELAWARE LIMITED PARTNERSHIP
By: XXXXXXXX VI MANAGEMENT PARTNERS,
By: XXXXXXXX XI MANAGEMENT, A CALIFORNIA LIMITED COMPANY
L.L.C., A DELAWARE LIMITED Its General Partner
COMPANY
Its General Partner
By: /s/ X. Xxxxxx Xxxxx, Jr.
-----------------------------
By: /s/ Xxxxx X. Xxxxx General Partner
-----------------------
Managing Member
XXXXXXXX VII,
A CALIFORNIA LIMITED PARTNERSHIP
XXXXXXXX III,
A CALIFORNIA LIMITED PARTNERSHIP By: XXXXXXXX VII MANAGEMENT PARTNERS,
A CALIFORNIA LIMITED PARTNERSHIP
Its General Partner
By: /s/ X. Xxxxxx Xxxxx, Jr.
-----------------------------
General Partner By: /s/ X. Xxxxxx Xxxxx, Jr.
-----------------------------
General Partner
XXXXXXXX IV,
A CALIFORNIA LIMITED PARTNERSHIP
By: /s/ X. Xxxxxx Xxxxx, Jr.
-----------------------------
General Partner
Page 29 of 42 pages.
XXXXXXXX VIII, XXXXXXXX XI,
A CALIFORNIA LIMITED PARTNERSHIP A DELAWARE LIMITED PARTNERSHIP
By: XXXXXXXX VIII MANAGEMENT, By: XXXXXXXX XI MANAGEMENT, L.L.C.,
L.L.C., A DELAWARE LIMITED A DELAWARE LIMITED LIABILITY COMPANY
LIABILITY COMPANY Its General Partner
Its General Partner
By: /s/ Xxxxx X. Xxxxx
By: /s/ Xxxxx X. Xxxxx -----------------------
----------------------- Managing Member
Managing Member
XXXXXXXX IX,
A DELAWARE LIMITED PARTNERSHIP
By: XXXXXXXX IX MANAGEMENT, L.L.C.,
A DELAWARE LIMITED LIABILITY COMPANY
Its General Partner
By: /s/ Xxxxx X. Xxxxx
-----------------------
Managing Member
XXXXXXXX X,
A DELAWARE LIMITED PARTNERSHIP
By: XXXXXXXX X MANAGEMENT, L.L.C.,
A DELAWARE LIMITED LIABILITY COMPANY
Its General Partner
By: /s/ Xxxxx X. Xxxxx
-----------------------
Managing Member
Page 30 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxx X. Xxxxx
---------------------------------------
Xxxxx X. Xxxxx
Page 31 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxx X. Xxxxx, Xx.
-------------------------------------
Xxxxx X. Xxxxx, Xx.
Page 32 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxx X. Xxxx
------------------------------------
Xxxxx X. Xxxx
Page 33 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxxxx X. Xxxxx
-----------------------------------
Xxxxxxx X. Xxxxx
Page 34 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxxxx X. Xxx Xxxxx III
------------------------------------------
Xxxxxxx X. Xxx Xxxxx III
Page 35 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxxxx X. Xxxxxxxxx
--------------------------------------
Xxxxxxx X. Xxxxxxxxx
Page 36 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ A. Xxxxx Xxxxxxxx III
--------------------------------------
A. Xxxxx Xxxxxxxx III
Page 37 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxx X. Xxxxxx
--------------------------------------
Xxxxx X. Xxxxxx
Page 38 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a partner
of any limited or general partnership, an officer, director or stockholder of
any corporation or otherwise as an authorized signatory of any entity for which
the undersigned is authorized to sign) forms (including any amendments or
supplements) relating to transactions in securities in which the undersigned,
individually or by entities controlled by Xxxxxxxx Fund and its affiliates, may
have a reporting obligation, in accordance with Section 16(a) or Section 13 of
the Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms and
the filing of such forms with the United States Securities and Exchange
Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxxxx X. Xxxxxx
----------------------------------------
Xxxxxxx X. Xxxxxx
Page 39 of 42 pages.
POWER OF ATTORNEY
For Executing Securities and Exchange Commission Filings
Known all by these present, that the undersigned hereby constitutes and appoints
Xxxxx X. Xxxx signing singly, his or her true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned (both in the undersigned's
individual capacity and as a member of any limited liability company, a
partner of any limited or general partnership, an officer, director or
stockholder of any corporation or otherwise as an authorized signatory of
any entity for which the undersigned is authorized to sign) forms
(including any amendments or supplements) relating to transactions in
securities in which the undersigned, individually or by entities
controlled by Xxxxxxxx Fund and its affiliates, may have a reporting
obligation, in accordance with Section 16(a) or Section 13 of the
Securities Exchange Act of 1934 and the rules thereunder and in connection
with any applications for XXXXX access codes;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such forms
and the filing of such forms with the United States Securities and
Exchange Commission and any other authority;
3. Take any other action on connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may
approve in his discretion.
The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform all and every act and thing whatsoever requisite, necessary
and proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as such attorney-in-fact might or
could do if personally present, hereby ratifying and confirming all that such
attorney-in-fact shall lawfully do or cause to be done by virtue of this power
of attorney and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming any of the undersigned's
responsibilities to comply with Section 16(a) or Section 13 of the Securities
Exchange Act of 1934.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as this 22nd day of May 2000.
/s/ Xxxxxx X. Xxxxx
-----------------------------------
Xxxxxx X. Xxxxx
Page 40 of 42 pages.
