FairPoint Communications 2002 Annual Report Download - page 254

agrees that until the Commitments have terminated, no Notes are outstanding and
the Loans, together with interest, Fees and all other Obligations (other than
any indemnities described in Section 11.13 which are not then owing) incurred
hereunder, are paid in full:
6.01 INFORMATION COVENANTS. The Borrower will furnish to each
Lender:
(a) ANNUAL FINANCIAL STATEMENTS. Within 90 days after the close of
each fiscal year of the Borrower, the consolidated and consolidating
balance sheet of the Borrower and the Intermediary Holding Companies, as at
the end of such fiscal year and the related consolidated and consolidating
statements of operations and of cash flows for such fiscal year, and in
each case setting forth comparative consolidated and consolidating figures
for the preceding fiscal year, and (x) in the case of consolidated
statements, examined by independent certified public accountants of
recognized national standing whose opinion shall not be qualified as to the
scope of audit and as to the status of the Borrower as a going concern or
(y) in the case of consolidating statements, certified by the chief
financial officer of the Borrower, together with a certificate of such
accounting firm stating that in the course of its regular audit of the
business of the Borrower and the Intermediary Holding Companies, which
audit was conducted in accordance with generally accepted auditing
standards, no Default or Event of Default which has occurred and is
continuing has come to their attention or, if such a Default or Event of
Default has come to their attention a statement as to the nature thereof.
(b) QUARTERLY FINANCIAL STATEMENTS. Within 45 days after the close
of each of the first three quarterly accounting periods in each fiscal year
of the Borrower, the consolidated and consolidating balance sheet of the
Borrower and the Intermediary Holding Companies, as at the end of such
quarterly period and the related consolidated and consolidating statements
of operations and of cash flows for such quarterly period and for the
elapsed portion of the fiscal year ended with the last day of such
quarterly period, and in each case setting forth comparative consolidated
and consolidating figures for the related periods in the prior fiscal year,
all of which shall be in reasonable detail
and certified by the chief financial officer or controller of the Borrower,
subject to changes resulting from audit and normal year-end audit
adjustments.
(c) BUDGETS; ETC. Not more than 30 days after the commencement of
each fiscal year of the Borrower ending after the Restatement Effective
Date, consolidated and consolidating budgets of the Borrower and its
Subsidiaries in reasonable detail for each of the twelve months of such
fiscal year as customarily prepared by management for its internal use
setting forth, with appropriate discussion, the principal assumptions upon
which such budgets are based. Together with each delivery of consolidated
financial statements pursuant to Sections 6.01(a) and (b), a comparison of
the current year-to-date consolidated financial results for the Borrower
against the consolidated budget of the Borrower required to be submitted
pursuant to this clause (c) shall be presented.
(d) OFFICER'S CERTIFICATES. At the time of the delivery of the
financial statements provided for in Sections 6.01(a) and (b), a
certificate of the chief financial officer, controller or other Authorized
Officer of the Borrower to the effect that no Default or Event of Default
exists or, if any Default or Event of Default does exist, specifying the
nature and extent thereof, which certificate (i) in the case of the
certificate delivered pursuant to Sections 6.01(a) and (b), shall set forth
the calculations required to establish (I) the Leverage Ratio and Senior
Secured Leverage Ratio as at the last day of the fiscal year or fiscal
quarter covered by such financial statements and (II) whether the Borrower
and its Subsidiaries were in compliance with the provisions of Sections
7.11, 7.12 and 7.13 as at the end of such fiscal period and (ii) in the