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EXHIBIT 3
POWER OF ATTORNEY
The undersigned, General Electric Capital Services, Inc., a Delaware
corporation (hereinafter referred to as the "Corporation") does hereby make,
constitute and appoint the persons listed below as the Corporation's true and
lawful agent and attorney-in-fact (hereinafter referred to as the "Attorney") to
act either together or alone in the name and on behalf of the Corporation for
and with respect to the matters hereinafter described.
Name of Attorney:
Michael A. Gaudino
Robert O. O'Reilly, Sr.
Murry K. Stegelmann
James Ungari
Preston Abbott
Leon E. Roday
J. Gordon Smith
Michael E. Pralle
Iain MacKay
Jonathan K. Sprole
Barbara J. Gould
Robert L. Lewis
Wendy E. Ormond
Mark F. Mylon
Each Attorney shall have the power and authority to do the
following:
To execute an deliver any Schedule 13D, Schedule 13G or Forms 3,
4 and 5 or any amendments thereto required to be filed with the
Securities and Exchange Commission under the Securities Exchange
Act of 1934 on behalf of the Corporation with regard to any
securities owned by the Corporation, General Electric Capital
Corporation or any of their subsidiaries.
And, in connection with the foregoing, to execute and deliver all
documents, acknowledgments, consents and other agreements and to take such
further action as may be necessary or convenient for the Corporation in order to
more effectively carry out the intent and purpose of the foregoing.
Agreements, commitments, documents, instruments, and other writings
executed by the Attorney in accordance with the terms hereof shall be binding
upon the Corporation without attestation and without affixation of the seal of
the Corporation. The Power of Attorney conferred hereby shall not be delegable
by any Attorney. The Attorney shall serve without compensation for acting in the
capacity of agent and attorney-in-fact hereunder.
Unless revoked by the Corporation, this Power of Attorney shall be
governed under the laws of the State of New York and the authority of the
Attorney hereunder shall terminate on March 31, 2002.
IN WITNESS WHEREOF, the Corporation has caused this Power of Attorney to
be executed, attested and its corporate seal to be affixed pursuant to authority
granted by the Corporation's board of directors, as of the 22nd day of February,
2000.
General Electric Capital Services, Inc.
(Corporate Seal)
By: /s/ Nancy E. Barton
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Attest: Nancy E. Barton, Senior Vice President
/s/ Brian T. McAnaney
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Brian T. McAnaney, Assistant Secretary