FairPoint Communications 2004 Annual Report Download - page 253

in the course of its regular audit of the business of the Borrower and the Intermediary Holding Companies, which audit was conducted in accordance with
generally accepted auditing standards, no Default or Event of Default which has occurred and is continuing has come to their attention or, if such a Default or
Event of Default has come to their attention a statement as to the nature thereof. If the Borrower has designated any Unrestricted Subsidiaries hereunder, then
the annual financial information required by this Section 6.01(a) shall include a reasonably detailed presentation, either on the face of the financial statements
or in the footnotes thereto, of the financial condition and results of operations of the Borrower and its Subsidiaries excluding the financial condition and results
of operations of the Unrestricted Subsidiaries of the Borrower (although such separate presentation of financial information excluding the effects of
Unrestricted Subsidiaries need not be audited).
(b) Quarterly Financial Statements. As soon as available and in any event within 45 days after the close of each of the first three
quarterly accounting periods in each fiscal year of the Borrower, the consolidated and consolidating balance sheet of the Borrower and the Intermediary
Holding Companies, as at the end of such quarterly period and the related consolidated and consolidating statements of operations and of cash flows for such
quarterly period and for the elapsed portion of the fiscal year ended with the last day of such quarterly period, and in each case setting forth comparative
consolidated and consolidating figures for the related periods in the prior fiscal year, all of which shall be in reasonable detail and certified by the chief
financial officer or controller of the Borrower, subject to changes resulting from audit and normal year-end audit adjustments. If the Borrower has designated
any Unrestricted Subsidiaries hereunder, then the quarterly financial information required by this Section 6.01(b) shall include a reasonably detailed
presentation, either on the face of the financial statements or in the footnotes thereto, of the financial condition and results of operations of the Borrower and its
Subsidiaries excluding the financial condition and results of operations of the Unrestricted Subsidiaries of the Borrower.
(c) Budgets; etc. Not more than 30 days after the commencement of each fiscal year of the Borrower ending after the Initial
Borrowing Date, consolidated and consolidating budgets of the Borrower and its Subsidiaries in reasonable detail for each of the twelve months of such fiscal
year as customarily prepared by management for its internal use setting forth, with appropriate discussion, the principal assumptions upon which such
budgets are based.
(d) Officer’s Certificates. At the time of the delivery of the financial statements provided for in Sections 6.01(a) and (b), a certificate
of the chief financial officer or other Authorized Officer of the Borrower to the effect that no Default or Event of Default exists or, if any Default or Event of
Default does exist, specifying the nature and extent thereof, which certificate (i) if delivered with the financial statements required by Sections 6.01(a) and (b),
shall set forth the calculations required to establish (I) the Interest Coverage Ratio, the Leverage Ratio and Senior Secured Leverage Ratio as at the last day of the
fiscal year or fiscal quarter, as the case may be, covered by such financial statements and (II) whether the Borrower and its Subsidiaries were in compliance
with the provisions of Sections 7.11 and 7.12 as at the end of such fiscal period, and (ii) if delivered with the financial statements required by Section
6.01(b), shall set forth Available Cash and Cumulative Distributable Cash, in each case determined as at the last day of the fiscal quarter of the Borrower
covered by such financial statements.
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