FairPoint Communications 2002 Annual Report Download - page 117

such agreements are directly related to payment obligations on Debt otherwise
permitted by the terms of Section 4.03;
(f) Debt in connection with one or more standby letters of credit or
performance bonds issued by the Company or a Restricted Subsidiary in the
ordinary course of business or pursuant to self-insurance obligations and not in
connection with the borrowing of money or the obtaining of advances or credit;
(g) Debt outstanding on the Issue Date not otherwise described in clauses
(a) through (f) above;
(h) Debt in an aggregate principal amount outstanding at any one time not
to exceed $10.0 million; and
(i) Permitted Refinancing Debt Incurred in respect of Debt Incurred
pursuant to Section 4.03(a)(i) and clauses (a), (c) and (g) above.
"PERMITTED GUARANTEE" means a Guarantee by any Restricted Subsidiary of (1)
Senior Debt of the Company Incurred pursuant to clause (b) of the definition of
Permitted Debt, (2) Senior Debt of the Company Incurred pursuant to Section
4.03(a)(i) in an aggregate principal amount not to exceed $50.0 million at any
one time outstanding, (3) Senior Debt of the Company Incurred pursuant to
Section 4.03(a)(i) in an aggregate principal amount not to exceed 5.0% of
Consolidated Net Tangible Assets (based on the consolidated balance sheet of the
Company as of the end of the most recent fiscal quarter ending at least 45 days
prior to the date such Senior Debt shall be Incurred) less the aggregate
principal amount of Senior Debt outstanding as of the date of determination in
respect of which Permitted Guarantees were previously Incurred pursuant to this
clause (3), as determined as of the date of the Incurrence of such Guarantee by
such Restricted Subsidiary, or (4) in the case of clause (1), (2) or (3) of this
definition, Interest Rate Agreements in respect of such Senior Debt owed to
lenders under the Credit Facility and their Affiliates (even if any such Lender
ceases to be a party to the Credit Facility).
"PERMITTED HOLDERS" means Daniel G. Bergstein, JED Communications
Associates, Inc., Meyer Haberman, Jack H. Thomas, Eugene B. Johnson,
Walter E. Leach, Jr., John P. Duda, Kelso Investment Associates V, L.P. (and its
Affiliates), Kelso
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Equity Partners V, L.P. (and its Affiliates) and Thomas H. Lee Equity Fund IV,
LP (and its Affiliates) (or any successor entity of the Equity Investors
controlled by the current principals of the Equity Investors or any entity
controlled by, or under common control with, the Equity Investors) and their
respective estates, spouses, ancestors and lineal descendants, the legal
representatives of any of the foregoing and the trustees of any bona fide trusts
of which the foregoing are the sole beneficiaries or the grantors, or any Person
of which the foregoing "beneficially owns" (as defined in Rule 13d-3 under the
Exchange Act), individually or collectively with any of the foregoing, at least
a majority of the total voting power of the Voting Stock of such Person.
"PERMITTED INVESTMENT" means any Investment by the Company or a Restricted
Subsidiary in: (a) any Restricted Subsidiary, the Company or any Person that
will, upon the making of such Investment, become a Restricted Subsidiary,
PROVIDED that the primary business of such Restricted Subsidiary is a
Telecommunications Business; (b) any Person if as a result of such Investment
such Person is merged or consolidated with or into, or transfers or conveys all
or substantially all its Property to, the Company or a Restricted Subsidiary,
PROVIDED that such Person's primary business is a Telecommunications Business;
(c) Temporary Cash Investments; (d) receivables owing to the Company or a
Restricted Subsidiary, if created or acquired in the ordinary course of business
and payable or dischargeable in accordance with customary trade terms; PROVIDED,
HOWEVER, that such trade terms may include such concessionary trade terms as the
Company or such Restricted Subsidiary deems reasonable under the circumstances;
(e) payroll, travel and similar advances to cover matters that are expected at
the time of such advances ultimately to be treated as expenses for accounting