FairPoint Communications 2004 Annual Report Download - page 279

rights of the Administrative Agent, any Letter of Credit Issuer, the Swingline Lender or any Lender to enforce its claims against any Credit Party, except as
otherwise specifically provided for in this Agreement (provided that, if an Event of Default specified in Section 8.05 shall occur with respect to the Borrower,
the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically
without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate
immediately and any Fees shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest
in respect of all Loans and all Obligations owing hereunder (including Unpaid Drawings) to be, whereupon the same shall become, forthwith due and payable
without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Borrower; (iii) enforce, as Collateral Agent (or direct
the Collateral Agent to enforce), any and all of the Liens and rights created pursuant the Pledge Agreement; (iv) terminate any Letter of Credit which may be
terminated in accordance with its terms; (v) direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of
any Event of Default specified in Section 8.05 in respect of the Borrower, it will pay) to the Collateral Agent at the Payment Office such additional amounts of
cash and/or Cash Equivalents, to be held in a cash collateral account as security for the Borrower’s reimbursement obligations in respect of Letters of Credit
then outstanding equal to the aggregate Stated Amount of all Letters of Credit then outstanding ( less any amount thereof as to which Section 1A.01(c)
Arrangements are in place); and (vi) apply any cash collateral held by the Administrative Agent as provided in Section 3.02(A)(a) to the repayment of the
Obligations.
SECTION 9. Definitions. As used herein, the following terms shall have the meanings herein specified unless the context otherwise
requires. Defined terms in this Agreement shall include in the singular number the plural and in the plural the singular:
“Acquired Person” shall have the meaning provided in the definition of “Permitted Acquisition.”
“Additional Permitted Subordinated Debt ” shall mean any pay-in-kind subordinated Indebtedness of the Borrower, so long as (i) such
Indebtedness has a final maturity no earlier than the date that falls one year and one day after the date on which all Obligations are repaid in full and all
Commitments hereunder have terminated or expired, and no required amortizations prior to such date, (ii) such Indebtedness does not provide for guarantors
or security, (iii) such Indebtedness provides for a complete suspension of remedies prior to the earliest to occur of (x) the repayment in full in cash of all
Obligations then owing and related senior obligations, (y) the acceleration of any Indebtedness incurred pursuant to this Agreement and the other Credit
Documents or of Indebtedness under any Permitted Senior Subordinated Notes Document or any Permitted Senior Unsecured Notes Document and (z) the
occurrence of any event with respect to the Borrower described in Section 8.05) and (iv) the terms and conditions of, and documentation governing, such
Indebtedness is otherwise reasonably satisfactory to the Agents.
“Additional Refinanced Indebtedness” shall have the meaning provided in Section 4.01(l).
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