FairPoint Communications 2002 Annual Report Download - page 262

Event of Default is in existence at the time of the incurrence thereof and
immediately after giving effect thereto;
(m) Indebtedness of the Borrower consisting of (i) Carrier
Services Back-Stop Letters of Credit and reimbursement obligations with
respect thereto, so long as the aggregate outstanding stated amounts of all
such letters of credit and reimbursement obligations do not exceed
$1,000,000 at any time and (ii) Permitted Letters of Credit and
reimbursement obligations with respect thereto, so long as the aggregate
outstanding stated amounts of all such letters of credit and reimbursement
obligations do not exceed $5,000,000 at any time;
(n) unsecured Indebtedness of the Borrower incurred under the New
Senior Notes Documents in an aggregate principal amount not to exceed
$225.0 million (less the amount of any repayments of principal thereof
after the Restatement Effective Date); and
(o) additional unsecured Indebtedness of the Borrower and the
Subsidiary Guarantors not to exceed an aggregate outstanding principal
amount of $5.0 million at any time.
Notwithstanding anything to the contrary contained above in this
Section 7.04, in no event shall the Borrower or any of its Subsidiaries incur
any Indebtedness which would require any Subsidiary of the Borrower (pursuant to
the terms of the New Senior Notes Documents) to guaranty any obligations of the
Borrower under the New Senior Notes Documents.
7.05 CAPITAL EXPENDITURES. (a) The Borrower will not, and will not
permit any of its Subsidiaries to, incur Consolidated Capital Expenditures,
PROVIDED that the Borrower and its Subsidiaries may make (i) Permitted Carrier
Services Expenditures and (ii) Other Consolidated Capital Expenditures not to
exceed in the aggregate in any fiscal year an amount equal to 37.5% of
Consolidated EBITDA for such fiscal year.
(b) In the event that the maximum amount which is permitted to be
expended in respect of Other Consolidated Capital Expenditures during any fiscal
year pursuant to Section 7.05(a) (without giving effect to this clause (b)) is
not fully expended during such fiscal year, the maximum amount which may be
expended during the immediately succeeding fiscal year pursuant to Section
7.05(a) shall be increased by such unutilized amount.
7.06 ADVANCES, INVESTMENTS AND LOANS. The Borrower will not, and
will not permit any of its Subsidiaries to, lend money or credit or make
advances to any Person, or purchase or acquire any stock, obligations or
securities of, or any other interest in, or make any capital contribution to any
Person, except:
(a) the Borrower or any Subsidiary may invest in cash and Cash
Equivalents;
(b) the Borrower and any Subsidiary may acquire and hold
receivables owing to them, if created or acquired in the ordinary course of
business and payable or dischargeable in accordance with customary trade
terms and/or reasonable extensions thereof;
(c) the intercompany Indebtedness described in Section 7.04(b)
shall be permitted;
(d) loans and advances to officers, directors and employees in the
ordinary course of business (x) for relocation purposes and/or the purchase
from the Borrower of the capital stock (or options or warrants relating
thereto) of the Borrower and (y) otherwise in an aggregate principal amount
not to exceed $1 million at any time outstanding shall be permitted;
(e) the Borrower and each Subsidiary may acquire and own
investments (including debt obligations) received in connection with the