FairPoint Communications 2004 Annual Report Download - page 376

of organization or Location from the United States or a State thereof to a jurisdiction of organization or Location, as the case may be, outside the United States
or a State thereof) if (i) it shall have given to the Collateral Agent not less than 10 days’ prior written notice of each change to its legal name, its type of
organization, whether or not it is a Registered Organization, its jurisdiction of organization, its Location, its organizational identification number (if any), and
whether or not it is a Transmitting Utility, and (ii) in connection with the respective such change or changes, it shall have taken all action reasonably requested
by the Collateral Agent to maintain the security interests of the Collateral Agent in the Collateral intended to be granted hereby at all times fully perfected and in
full force and effect. In addition, to the extent that any Pledgor does not have an organizational identification number on the date hereof and later obtains one,
such Pledgor shall promptly thereafter deliver a notification of the Collateral Agent of such organizational identification number and shall take all actions
reasonably satisfactory to the Collateral Agent to the extent necessary to maintain the security interest of the Collateral Agent in the Collateral intended to be
granted hereby fully perfected and in full force and effect.
28. CHANGE OF CONTROL. The Pledgee acknowledges that, under existing law, a change of control of a Subsidiary whose
equity interests are pledged hereunder as a result of a proposed exercise of remedies hereunder may require the prior approval of the FCC and/or a PUC. The
Pledgee further acknowledges that, notwithstanding the provisions of Section 5 and Sections 7(a)(ii), (iv) and (vi), with respect to any Collateral constituting
Securities issued by a Person organized under the laws of any State of the United States, to the extent (and only to the extent) that the laws of such State
specifically require that regulatory approval be obtained prior to such Pledgee enforcing its rights hereunder with respect to such Collateral, the Pledgee shall
not be entitled to enforce its rights hereunder with respect to such Collateral without first obtaining such required regulatory approval.
29. SEVERABILITY. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such
jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition
or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
30. HEADINGS DESCRIPTIVE. The headings of the several Sections of this Agreement are inserted for convenience only and shall
not in any way affect the meaning or construction of any provision of this Agreement.
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