JOINT FILING AGREEMENT AND POWER OF ATTORNEY
EXHIBIT 24.1
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, restatement, 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 agreement as an exhibit thereto. This
agreement 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
Xxxx X. Xxxxxx and Xxxxx X. Xxxxx, 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 agreement to be
executed and effective as of the date first written above.
| Date: Xxxxx 00, 0000 | XXXXXXX ENTERPRISES, INC. | |||||
| By: | /s/ Xxxxxx X. Xxxxxxxx | |||||
| Name: | ||||||
| Title: | Assistant Secretary | |||||
| TRILOGY, INC. | ||||||
| By: | /s/ Xxxxxx X. Xxxxxxxx | |||||
| Name: | ||||||
| Title: | President and Chief Executive Officer | |||||
| XXXXXX X. XXXXXXXX | ||||||
| By: | /s/ Xxxxxx X. Xxxxxxxx | |||||
| Name: | ||||||
