FairPoint Communications 2004 Annual Report Download - page 332

transfer of all or part of any Commitments and Loans shall be recorded by the Administrative Agent on the Lender Register only upon the acceptance by the
Administrative Agent of a properly executed and delivered Assignment Agreement pursuant to Section 11.04(b). Any provision of Incremental B Term
Commitments pursuant to Section 1.14 shall be recorded by the Administrative Agent on the Lender Register only upon the acceptance of the Administrative
Agent of a properly executed and delivered Incremental B Term Commitment Agreement. The Borrower agrees to indemnify the Administrative Agent from and
against any and all losses, claims, damages and liabilities of whatsoever nature which may be imposed on, asserted against or incurred by the Administrative
Agent in performing its duties under this Section 11.16 (but excluding such losses, claims, liabilities or liabilities incurred by reason of the Administrative
Agent’s gross negligence or willful misconduct).
11.17 Patriot Act Notice. Each Lender that is subject to the Patriot Act, the Letter of Credit Issuer and the Administrative Agent (for itself
and not on behalf of any Lender) hereby notify the Borrower that, pursuant to the requirements of the Patriot Act, each of them is required to obtain, verify
and record information that identifies each Credit Party, which information includes the name and address of such Credit Party and other information that will
allow such Lender, the Letter of Credit Issuer or the Administrative Agent, as applicable, to identify such Credit Party in accordance with the Patriot Act.
11.18 Post-Closing Actions. Notwithstanding anything to the contrary contained in this Agreement or the other Credit Documents, the
parties hereto acknowledge and agree that:
(a) (i) The security interests in respect of, and Liens securing, the Existing Seller/Opco Notes (other than the Existing Seller/Opco
Note owed by the Borrower) are not required to have been terminated and released, and the Borrower and the other Credit Parties are not required to
have delivered to the Administrative Agent all such releases as may have been reasonably requested by the Administrative Agent, in form and
substance reasonably satisfactory to the Administrative Agent (including without limitation proper termination statements (Form UCC-3 or the
appropriate equivalent)), in each case on the Initial Borrowing Date pursuant to Section 4.01(l)(vii), and (ii) within 90 days after the Initial
Borrowing Date, all security interests in respect of, and Liens securing, such Existing Seller/Opco Notes shall have been terminated and released,
and the Administrative Agent shall have received all such releases as may have been reasonably requested by the Administrative Agent, in form and
substance reasonably satisfactory to the Administrative Agent (including without limitation proper termination statements (Form UCC-3 or the
appropriate equivalent)).
(b) (i) A physical copy of the “Declaration of Effectiveness” constituting an IPO Document hereunder was not required to be delivered
on the Initial Borrowing Date pursuant to Section 4.01(k) and (ii) promptly following the Borrower’s receipt thereof from the SEC, a physical copy of
such “Declaration of Effectiveness” shall be delivered to the Administrative Agent.
(c) (i) Certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, each of a recent date, listing all
effective financing statements that name any of the Credit Parties listed in Annex X as debtor and that are filed in the
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