Exhibit 24.1
POWER OF ATTORNEY
Know all by these presents that
the undersigned hereby constitutes and appoints each of Shirley J. Linn and
Garrett Van Osdell signing singly, and with full power of substitution, the
undersigned’s true and lawful attorney-in-fact to:
(1) prepare,
execute in the undersigned’s name and on the undersigned’s behalf,
and submit to the U.S. Securities and Exchange Commission (the
“SEC”) a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of reports required by
Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation
of the SEC;
(2) execute
for and on behalf of the undersigned, in the undersigned’s capacity as an
officer and/or director of FairPoint Communications, Inc. (the
“Company”), Forms 3, 4, and 5 in accordance with Section 16(a)
of the Securities Exchange Act of 1934 and the rules thereunder, and any other
forms or reports the undersigned may be required to file in connection with the
undersigned’s ownership, acquisition, or disposition of securities of the
Company;
(3) do
and perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Form 3, 4, or 5,
or other form or report, and timely file such form with the SEC and any stock
exchange or similar authority; and
(4) take
any other action of any type whatsoever in connection with the foregoing which,
in the opinion of such attorney-in-fact, may be of benefit to, and in the best
interest of, or legally required by, the undersigned.
The
undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact’s substitute or substitutes, 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
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned’s responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
This Power of Attorney shall
remain in full force and effect until the undersigned is no longer required to
file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
This Power of Attorney may be executed in counterparts and all such duly executed counterparts shall together constitute the same instrument. This Power of Attorney shall not revoke any powers of attorney previously executed by the undersigned. This Power of Attorney shall not be revoked by any subsequent power of attorney that the undersigned may execute, unless such subsequent power of attorney expressly provides that it revokes this Power of Attorney by referring to the date and subject hereof.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28 day of February, 2011.
| /s/ Edward D. Horowitz | ||||||||||||
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Edward D. Horowitz | |||||||||||
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State of New York
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_________________________
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County of New York
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_________________________
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On the 28 day of February in the
year 2011 before me, the undersigned, personally appeared Edward D. Horowitz,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he or she executed the same in his or her capacity, and
that by his or her signature on the instrument, the individual, or the person
upon behalf of which the individual acted, executed the instrument.
/s/ Nilda Santiago
Notary Public
Nilda M. Santiago