EXHIBIT 24
JOINT FILING AGREEMENT AND POWER OF ATTORNEY
November 15, 2006
Pursuant to and in accordance with the Securities Exchange Act of 1934,
as amended, and the rules and regulations thereunder, each party hereto hereby
agrees to the joint filing, on behalf of each of them, of any filing required by
such party under Section 13 or Section 16 of the Exchange Act or any rule or
regulation thereunder (including any amendment, supplement, and/or exhibit
thereto) with the Securities and Exchange Commission (and, if such security is
registered on a national securities exchange, also with the exchange), and
further agrees to the filing, furnishing, and/or incorporation by reference of
this Joint Filing Agreement and Power of Attorney as an exhibit thereto. This
Joint Filing Agreement and Power of Attorney shall remain in full force and
effect until revoked by any party hereto in a signed writing provided to each
other party hereto, and then only with respect to such revoking party.
Know all men by these presents, that each party hereto hereby
constitutes and appoints each of J. Xxxxx Xxxxxxxx and Xxxxxxx X. Minces,
and each of them, as the true and lawful attorneys-in-fact and agents,
or attorney-in-fact and agent, of such party with full power and
authority and full power of substitution and resubstitution, for,
in the name of, and on behalf of such party, place and stead, in any and all
capacities, (i) to execute any and all filings required by such party under
Section 13 or Section 16 of the Exchange Act or any rule or regulation
thereunder (including any amendment, supplement, and/or exhibit thereto), for,
in the name of, and on behalf of such party, (ii) to do and perform any and all
acts for, in the name of, and on behalf of such party which said
attorneys-in-fact, or any of them, determine may be necessary or appropriate to
complete and execute any and all such filings, amendments, supplements, and/or
exhibits, and any and all other document(s) in connection therewith, (iii) to
file such filings, amendments, supplements, exhibits, and/or documents with the
Securities and Exchange Commission (and, if such security is registered on a
national securities exchange, also with the exchange), and (iv) to perform any
and all other acts that said attorneys-in-fact or agents, or any of them,
determine may be necessary or appropriate in connection with the foregoing that
may be in the best interest of or legally required by such party, granting unto
said attorneys-in-fact and agents, or any of them, full power and authority to
do and perform each and every act and thing requisite or necessary to be done in
and about the premises, as fully to all intents and purposes as such party might
or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, shall do or cause to be done by
virtue hereof. Each party hereto hereby acknowledges that the foregoing
attorneys-in-fact and agents, or any of them, in serving in such capacity at the
request of such undersigned party, are not assuming any of the responsibilities
of the undersigned to comply with Section 16 or Section 13(d) of the Securities
Exchange Act of 1934, as amended, and the rules and regulations promulgated
thereunder.
IN WITNESS WHEREOF, each party hereto, being duly authorized, has
caused this Joint Filing Agreement and Power of Attorney to be executed and
effective as of the date first written above.
Highland Credit Strategies Fund
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
Title: President
Highland Capital Management, L.P.
By: Strand Advisors, Inc., its general partner
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
Title: President
Strand Advisors, Inc.
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
Title: President
Xxxxx Xxxxxxx
By: /s/ Xxxxx Xxxxxxx
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Name: Xxxxx Xxxxxxx
