FairPoint Communications 2003 Annual Report Download - page 75

"(k) [Intentionally omitted]".
17. Section 7.13 of the Credit Agreement is hereby amended by deleting the table appearing in said Section in its entirety and inserting
the following new table in lieu thereof:
"Fiscal Quarter Ended Ratio
September 30, 2003 1.75:1.0
December 31, 2003 2.00:1.0
March 31, 2004 2.00:1.0
June 30, 2004 2.00:1.0
September 30, 2004 2.00:1.0
December 31, 2004 1.75:1.0
March 31, 2005 1.75:1.0
June 30, 2005 1.75:1.0
September 30, 2005 1.75:1.0
December 31, 2005 1.50:1.0
March 31, 2006 1.50:1.0
June 30, 2006 1.50:1.0
September 30, 2006 1.50:1.0
December 31, 2006 1.25:1.0
March 31, 2007 1.25:1.0".
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18. The definition of "Borrowing" appearing in Section 9 of the Credit Agreement is hereby amended by (i) deleting the word "and"
appearing at the end of clause (x) of said definition and inserting a comma in lieu thereof and (ii) inserting the text "and (z) any Incremental A
Term Loans incurred pursuant to Section 1.01(e) shall be considered part of the related Borrowing of the then outstanding Initial A Term
Loans to which such Incremental A Term Loans are added pursuant to Section 1.15; it being understood and agreed, however, that for
purposes of Section 1.08, the incurrence of Incremental A Term Loans on the Incremental A Term Borrowing Date shall be deemed to be a
"Borrowing" of such Loans" immediately before the period at the end of said definition.
19. The definition of "Credit Documents" appearing in Section 9 of the Credit Agreement is hereby amended by inserting the text ",
each Incremental A Term Commitment Agreement," immediately after the text "Incremental Revolving Commitment Agreement" appearing
in said definition.
20. Section 9 of the Credit Agreement is hereby further amended by (i) deleting the definitions of "A Term Commitment", "A Term
Facility", "A Term Loan", "Carrier Services Back-Stop Letters of Credit", "Commitment", "Excluded FairPoint Carrier Services Refinancing
Proceeds", "Excluded Permitted Subordinated Debt Proceeds", "Facility", "Incremental Commitment Requirements", "Lender", "Total A
Term Commitment" and "Total Commitment" appearing in said Section and (ii) inserting in the appropriate alphabetical order the following
new definitions:
"A Term Loan" shall mean, collectively, each Initial A Term Loan and each Incremental A Term Loan.
"Commitment" shall mean, with respect to each Lender, such Lender's Initial A Term Commitment, Incremental A Term
Commitment and/or Revolving Commitment.
"Excluded Permitted Subordinated Debt Proceeds " shall mean the Excluded Preferred Stock Refinancing Proceeds.
"Facility" shall mean any of the credit facilities established under this Agreement, i.e., the Initial A Term Facility, the Incremental
A Term Facility, the C Term Facility-Fixed Rate, the C Term Facility-Floating Rate or the Revolving Facility; provided that for purposes
of Section 1.06 and the definition of "Borrowing", the Initial A Term Facility and the Incremental A Term Facility shall be deemed to be
a single "Facility".
"First Amendment" shall mean the First Amendment to this Agreement, dated as of December , 2003.
"First Amendment Effective Date" shall have the meaning provided in the First Amendment.
"Incremental A Term Borrowing Date" shall mean the date on which the Borrower incurs Incremental A Term Loans pursuant
to Section 1.01(e), which date shall (x) be the date of the effectiveness of the Incremental A Term Commitment Agreement pursuant to
which such Incremental A Term Loans are to be made and (y) in any event, occur on or prior to June 30, 2004.
"Incremental A Term Commitment" shall mean, with respect to each Incremental A Term Lender, the commitment of such
Incremental A Term Lender to make Incremental A Term Loans pursuant to Section 1.01(e) on the Incremental A Term Borrowing
Date, as such commitment is set forth in the Incremental A Term Commitment Agreement delivered pursuant to Section 1.15(b) and