FairPoint Communications 2002 Annual Report Download - page 338

"COLLATERAL" shall have the meaning provided in Section 3.1.
"COLLATERAL ACCOUNTS" shall mean any and all accounts established and
maintained by the Pledgee in the name of any Pledgor to which Collateral may be
credited.
"EXCLUDED ENTITY" shall mean (x) any corporation, partnership, limited
liability company or association which is not a Parent Company, an Intermediary
Holding Company or a TelCo and (y) any TelCo acquired or created pursuant to a
Permitted Acquisition after the Original Effective Date if (I) the relevant
Pledgor has not obtained the appropriate regulatory approval to pledge the
capital stock or other equity interests of such Telco in compliance with Section
6.10 of the Credit Agreement and (II) after giving effect to the acquisition or
creation of such TelCo, the Pro Forma EBITDA Test is satisfied.
"EXEMPTED FOREIGN ENTITY" shall mean any Foreign Corporation, limited
liability company or partnership organized under the laws of a jurisdiction
other than the United States or any State or Territory thereof that, in any such
case, is treated as a corporation or an association taxable as a corporation for
U.S. Federal income tax purposes.
"FINANCIAL ASSET" shall have the meaning given such term in Section
8-102(a)(9) of the UCC.
"INSTRUMENT" shall have the meaning given such term in Section
9-102(a)(47) of the UCC.
"INVESTMENT PROPERTY" shall have the meaning given such term in
Section 9-102(a)(49) of the UCC.
"LOCATION" of any Pledgor has the meaning given such term in Section
9-307 of the UCC.
EXHIBIT G
Page 4
"MEMBERSHIP INTEREST" shall mean (x) the entire membership interest at
any time owned by any Pledgor in any limited liability company (other than (I)
an Excluded Entity and (II) a limited liability company that is not organized
under the laws of the United States or any State or territory thereof (a
"FOREIGN LLC")) and (y) with respect to a Foreign LLC (other than an Excluded
Entity), the entire membership interest at any time owned by any Pledgor in such
Foreign LLC, PROVIDED that such Pledgor shall not be required to pledge
hereunder (and the term "Membership Interest" shall not include) more than 65%
of the total voting power of all classes of the membership interests of any
Foreign LLC (that is an Exempted Foreign Entity) entitled to vote (with any
limited liability company (other than an Excluded Entity) in which any Pledgor
owns a membership interest being herein called a "PLEDGED LLC").
"NOTES" shall mean all promissory notes at any time issued to, or held
by, any Pledgor.
"NSG PLEDGOR" shall mean each Pledgor which is not a Subsidiary
Guarantor.
"PARTNERSHIP INTEREST" shall mean (x) the entire partnership interest
(whether general and/or limited partnership interests) at any time owned by any
Pledgor in any partnership (other than (I) an Excluded Entity and (II) a
partnership that is not organized under the laws of the United States or any
State or territory thereof (a "FOREIGN PARTNERSHIP")) and (y) with respect to a
Foreign Partnership (other than an Excluded Entity), the entire partnership
interest at any time owned by any Pledgor in such Foreign Partnership, PROVIDED
that such Pledgor shall not be required to pledge hereunder (and the term
"Partnership Interest" shall not include) more than 65% of the total voting
power of all classes of partnership interests of any Foreign Partnership (that
is an Exempted Foreign Entity) entitled to vote (with any partnership (other