FairPoint Communications 2002 Annual Report Download - page 257

Service. In addition to any certificates or notices delivered to the Lenders
pursuant to the first sentence hereof, copies of any records, documents or other
information required to be furnished to the PBGC (other than any PBGC Form 1),
and any material notices received by the Borrower, any Subsidiary or any ERISA
Affiliate with respect to any Plan or Multiemployer Plan shall be delivered to
the Lender no later than 10 days after the date such records, documents and/or
information has been furnished to the PBGC or such notice has been received by
the Borrower, the Subsidiary or the ERISA Affiliate, as applicable.
6.08 GOOD REPAIR. The Borrower will, and will cause each of its
Subsidiaries to, ensure that its material properties and equipment used or
useful in its business are kept in
good repair, working order and condition, normal wear and tear excepted, and,
subject to Section 7.05, that from time to time there are made in such
properties and equipment all needful and proper repairs, renewals, replacements,
extensions, additions, betterments and improvements thereto, to the extent and
in the manner useful or customary for companies in similar businesses.
6.09 END OF FISCAL YEARS; FISCAL QUARTERS. The Borrower will, for
financial reporting purposes, cause (i) each of its, and each of its
Subsidiaries', fiscal years and fourth fiscal quarters to end on December 31 of
each year and (ii) each of its, and each of its Subsidiaries', first three
fiscal quarters to end on the last day of March, June and September of each
year.
6.10 APPROVALS. The Borrower will use reasonable best efforts to
obtain as promptly as practicable after the consummation of any Permitted
Acquisition, any approvals not obtained on or prior to the date of the
consummation of such Permitted Acquisition, provided that (x) it shall not be a
default under this Section 6.10 if the Borrower fails to obtain any such
approval, after having used commercially reasonable efforts to obtain same and
(y) the Borrower may cease to seek to obtain any such approvals if it has been
advised by counsel or the applicable governmental agency that it will not, or is
not reasonably likely to, obtain such approval, PROVIDED FURTHER that, in the
event the Borrower is able to obtain any approval required to be obtained in
accordance with the terms of this Section 6.10, the Borrower shall use
commercially reasonable efforts to obtain as promptly as practicable after
receipt of such approval, an opinion of local counsel reasonably satisfactory to
the Administrative Agent covering the regulatory aspects of the respective
Permitted Acquisition, which opinion shall be in form and substance reasonably
satisfactory to the Administrative Agent.
6.11 COBANK CAPITAL. The Borrower will purchase such participation
certificates in CoBank as CoBank may require from time to time in accordance
with its bylaws. The Borrower hereby consents and agrees that the amount of any
distributions with respect to its patronage with CoBank that are made in
qualified written notices of allocation (as defined in 26 U.S.C. 1388) and that
are received by the Borrower from CoBank, will be taken into account by the
Borrower at their stated Dollar amounts whether the distribution be evidenced by
a participation certificate or other form of written notice that such
distribution has been made and recorded in the name of the Borrower on the
records of CoBank.
SECTION 7. NEGATIVE COVENANTS. The Borrower hereby covenants and
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:
7.01 CHANGES IN BUSINESS. The Borrower will not permit at any time
the business activities taken as a whole conducted by the Borrower and its
Subsidiaries to be materially different from the business activities taken as a
whole (including incidental activities) conducted by the Borrower and its
Subsidiaries on the Restatement Effective Date and businesses reasonably related
thereto (the "BUSINESS").