FairPoint Communications 2002 Annual Report Download - page 240

after repayment in full of all such C Term Loans, to A Term Loans and (II) in
the case of a prepayment of C Term Loans (other than a C Term Loan-Fixed Rate
prior to its FRE Date), shall reduce the remaining Scheduled Repayments of the C
Term Loans (x) FIRST, in direct order of maturity to those Scheduled Repayments
which will be due and payable within twelve months after the date of the
respective payment and (y) SECOND, to the extent in excess thereof, on a PRO
RATA basis (based upon the then remaining principal amount of each such
Scheduled Repayment). C Term Loan-Fixed Rate prepaid as provided in the C Term
Notes-Fixed Rate shall reduce the remaining Scheduled Repayments of the C Term
Loans (x) FIRST, in direct order of maturity to those Scheduled Repayments which
will be due and payable within twelve months after the date of the respective
payment and (y) SECOND, to the extent in excess thereof, on a PRO RATA basis
(based upon the then remaining principal amount of each such Scheduled
Repayment).
3.02 MANDATORY PREPAYMENTS.
(A) REQUIREMENTS:
(a) If on any date (and after giving effect to all other
repayments on such date) the aggregate outstanding principal amount of RF Loans
made by Non-Defaulting Lenders and the Letter of Credit Outstandings (less any
amount thereof as to which Section 1A.0l (c) Arrangements are in place) exceeds
the Adjusted Total Revolving Commitment as then in effect, the Borrower shall
repay on such date the principal of outstanding RF Loans of Non-Defaulting
Lenders in an aggregate amount equal to such excess. If, after giving effect to
such repayment, the Letter of Credit Outstandings (LESS any amount thereof as to
which Section 1A.01(c) Arrangements are in place) exceeds the Adjusted Total
Revolving Commitment then in effect, the Borrower shall pay to the Collateral
Agent an amount in cash and/or Cash Equivalents equal to such excess and the
Collateral Agent shall hold such payment as security for the obligations of the
Borrower in respect of Letters of Credit pursuant to a cash collateral agreement
to be entered into in form and substance reasonably satisfactory to the
Collateral Agent (which shall permit certain investments in Cash Equivalents
reasonably satisfactory to the Collateral Agent, until all proceeds are applied
to such secured obligations or until all Letters of Credit so secured expire
undrawn, at which time such amount shall be returned to the Borrower).
(b) On each date set forth below, the Borrower shall repay the
principal amount of C Term Loans-Floating Rate and C Term Loans-Fixed Rate,
respectively, set forth opposite such date (each such repayment, as the same may
be reduced as provided in Sections 3.01 and 3.02(B), a "SCHEDULED REPAYMENT"):
Date Floating Rate Amount Fixed Rate Amount
---- -------------------- -----------------
March 31, 2003 $ 0.00 $ 517,419.62
June 30, 2003 $ 0.00 $ 527,768.01
September 30, 2003 $ 0.00 $ 538,323.34
Date Floating Rate Amount Fixed Rate Amount
---- -------------------- -----------------
December 31, 2003 $ 0.00 $ 549,089.84
March 31, 2004 $ 4,894,458.57 $ 560,071.63