FairPoint Communications 2002 Annual Report Download - page 153

(7) to comply with any requirements of the SEC in connection with
qualifying, or maintaining the qualification of, this Indenture under the
TIA; or
(8) to make any change that does not adversely affect the rights of
any Securityholder.
After an amendment under this Section becomes effective, the Company shall
mail to Securityholders a notice briefly describing such amendment. The failure
to give such notice to all Securityholders, or any defect therein, shall not
impair or affect the validity of an amendment under this Section.
SECTION 9.02 WITH CONSENT OF HOLDERS. The Company and the Trustee may amend
this Indenture or the Securities without notice to any Securityholder but with
the written consent (including consents obtained in connection with a tender
offer or exchange offer for the Securities) of the Holders of at least a
majority in aggregate principal amount of the Securities outstanding. However,
without the consent of each Securityholder affected thereby, an amendment may
not:
(1) reduce the amount of Securities whose Holders must consent to an
amendment or waiver;
(2) reduce the rate of or extend the time for payment of interest on
any Security;
(3) reduce the principal of or extend the Stated Maturity of any
Security;
(4) impair the right of any Holder to receive payment of principal of
and interest on such Holder's Securities on or after the due dates therefor
or to institute suit for the enforcement of any payment on or with respect
to such Holder's Securities;
(5) (i) reduce the amount payable upon the redemption or repurchase of
any Security under Article III or Section 4.07 or 4.14, (ii) change the
time at which any Security may be redeemed in accordance with Article III
or (iii) at any time after a Change of Control has occurred or at any time
after the Company is obligated to make a Prepayment Offer with the Excess
Proceeds from Asset Sales, change the time at which any Change of Control
Offer or Prepayment Offer must be made or at which the Securities must be
repurchased pursuant to such Change of Control Offer or Prepayment Offer.
(6) make any Security payable in money other than that stated in the
Security;
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(7) make any change with respect to the ranking of the Securities or
any Note Guarantee relative to any other Debt or other obligations of the
Company or any Note Guarantor, as the case may be;
(8) release any security interest that may have been granted in favor
of the Holders other than pursuant to the terms of such security interest;
or
(9) make any change in Section 6.04 or 6.07 or the second sentence of
this Section.
It shall not be necessary for the consent of the Holders under this Section
to approve the particular form of any proposed amendment, but it shall be
sufficient if such consent approves the substance thereof.
After an amendment under this Section becomes effective, the Company shall
mail to Securityholders a notice briefly describing such amendment. The failure
to give such notice to all Securityholders, or any defect therein, shall not
impair or affect the validity of an amendment under this Section.