FairPoint Communications 2004 Annual Report Download - page 254

(e) Quarterly Compliance Certificate. Within 60 days following the end of each fiscal quarter of the Borrower (commencing with the
first full fiscal quarter of the Borrower ending after the Initial Borrowing Date), a certificate (each, a “ Quarterly Compliance Certificate”) from an Authorized
Officer, which certificate shall set forth (i) the calculations required to establish (I) the Interest Coverage Ratio and the Leverage Ratio as of the last day of the
Test Period then last ended and (II) the Available Cash and Cumulative Distributable Cash, in each case determined as at the last day of the Test Period then
last ended, and (ii) the amount of Dividends, if any, that the Borrower intends to pay on the immediately succeeding date on which the Borrower’s dividend
policy provides for Dividends to be paid by the Borrower on the Borrower Common Stock.
(f) Notice of Default or Litigation. Promptly, and in any event within five Business Days after any officer of the Borrower obtains
knowledge thereof, notice of (x) the occurrence of any event which constitutes a Default or Event of Default, which notice shall specify the nature thereof, the
period of existence thereof and what action the Borrower proposes to take with respect thereto, and (y) the commencement of, or any significant adverse
development in, any litigation or governmental proceeding pending against the Borrower or any of its Subsidiaries or their assets or business (i) with respect to
any Document or (ii) which has had, or is reasonably likely to have, a Material Adverse Effect and (iii) any other event which has had, or is reasonably likely
to have, a Material Adverse Effect.
(g) Other Information. Promptly upon transmission thereof, copies of any filings and registrations with, and reports to, the
Securities and Exchange Commission or any successor thereto (the “ SEC”) or holders (or any trustee, agent or other representative therefor) of any Permitted
Senior Unsecured Notes or Permitted Junior Capital by the Borrower or any of its Subsidiaries, and with reasonable promptness, such other information or
documents (financial or otherwise) as the Administrative Agent on its own behalf or on behalf of any Lender may reasonably request from time to time.
6.02 Books, Records and Inspections. The Borrower will, and will cause each of its Subsidiaries to, keep proper books of record and
account in which full, true and correct entries in conformity with, and as required by, GAAP and all material requirements of law shall be made of all
dealings and transactions in relation to such Person’s business and activities. The Borrower will, and will cause its Subsidiaries to, permit, upon reasonable
notice to the chief financial officer, controller or any other Authorized Officer of the Borrower, officers and designated representatives of the Administrative
Agent or the Required Lenders to visit and inspect any of the properties or assets of the Borrower and any of its Subsidiaries in their possession and to
examine the books of account of the Borrower and any of its Subsidiaries and discuss the affairs, finances and accounts of the Borrower and of any of its
Subsidiaries with, and be advised as to the same by, its and their officers and independent accountants, all at such reasonable times and intervals during
normal business hours (with reasonable notice) and to such reasonable extent as the Administrative Agent or the Required Lenders may desire.
6.03 Insurance. The Borrower will, and will cause each of its Subsidiaries to, at all times maintain in full force and effect insurance with
reputable and solvent insurers in such amounts, covering such risks and liabilities and with such deductibles or self-insured retentions as are in accordance
with normal industry practice. The Borrower will, and will cause each of its
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