FairPoint Communications 2002 Annual Report Download - page 285

(p), inclusive, of Section 7.03.
"PERMITTED MJD CAPITAL DEBT" shall mean Indebtedness of MJD Capital
under Capital Leases and purchase money mortgages in respect of equipment
acquired by MJD Capital to lease or sublease to subsidiaries of the Borrower,
PROVIDED that the maximum amount of such Indebtedness incurred in any fiscal
year shall not exceed $2.5 million.
"PERMITTED REFINANCING INDEBTEDNESS" shall mean any Indebtedness of
the Borrower and/or any Subsidiary of the Borrower issued or given in exchange
for, or the proceeds of which are used to, extend, refinance, renew, replace,
substitute or refund any Indebtedness of such Person permitted pursuant to
Sections 7.04(f), (g), (i), (j) or (n) or any Indebtedness of such Person issued
to so extend, refinance, renew, replace, substitute or refund any such
Indebtedness, so long as (a) such Indebtedness has a weighted average life to
maturity greater than or equal to the weighted average life to maturity of the
Indebtedness being refinanced, (b) such refinancing or renewal does not (i)
increase the amount of such Indebtedness outstanding immediately prior to such
refinancing or renewal or (ii) add guarantors, obligors or security from that
which applied to such Indebtedness being refinanced or renewed, (c) such
refinancing or renewal Indebtedness has substantially the same (or, from the
perspective of the Lenders, more favorable) subordination provisions, if any, as
applied to the Indebtedness being renewed or refinanced, and (d) all other terms
of such refinancing or renewal (including, without limitation, with respect to
the amortization schedules, redemption provisions, maturities, covenants,
defaults and remedies), taken as a whole, are not less favorable to the
respective borrower than those previously existing with respect to the
Indebtedness being refinancing or renewed.
"PERMITTED SUBORDINATED DEBT" shall mean unsecured and unguaranteed
Indebtedness of the Borrower that is fully subordinated to the payment in full
of all of the Obligations, all of the terms and conditions of which shall be
reasonably satisfactory to the Agents.
"PERMITTED SWAP TRANSACTION" shall mean a transfer of assets by the
Borrower or any of its Subsidiaries in which at least 85% of the consideration
received therefrom consists of assets (other than cash) that will be used in the
Business; PROVIDED that (x) the fair market value (as determined in good faith
by the board of directors of the Borrower) of the assets so transferred shall
not exceed the fair market value (determined as provided in the preceding
parenthetical) of the assets so received and (y) the fair market value (as
determined in good faith by the board of directors of the Borrower) of the
assets transferred pursuant to any such transaction shall not exceed 12.5% of
Consolidated Tangible Assets (as shown on the consolidated balance sheet of the
Borrower most recently delivered (or required to be delivered) to the
Administrative Agent pursuant to Section 6.01(a) or (b), as the case may be),
PROVIDED FURTHER that the fair market value of such assets shall be determined
by an independent appraiser satisfactory to the Administrative Agent if in
excess of $15,000,000.
"PERSON" shall mean any individual, partnership, joint venture, firm,
corporation, limited liability company, association, trust or other enterprise
or any government or political subdivision or any agency, department or
instrumentality thereof.
"PLAN" shall mean any pension plan as defined in Section 3(2) of ERISA
(other than a multiemployer plan as defined in Section 3(37) of ERISA), which is
maintained or contributed to by (or to which there is an obligation to
contribute of) the Borrower or any of its Subsidiaries or an ERISA Affiliate and
that is subject to Title IV of ERISA, and each such plan for the five year
period immediately following the latest date on which the Borrower or any such
Subsidiary of the Borrower or an ERISA Affiliate maintained, contributed to or
had an obligation to contribute to such plan.
"PLEDGE AGREEMENT" shall have the meaning provided in Section 4.01(i).