FairPoint Communications 2007 Annual Report Download - page 33

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We may not be able to successfully complete the integration of Spinco or other businesses that we have previously acquired or
successfully integrate any businesses that we might acquire in the future. If we fail to do so, or if we do so but at greater cost than we
anticipated, our business, financial condition and results of operation may be adversely affected.
 
To be successful, we will need to continue to provide our customers reliable service over our expanded network. Some of the risks to
our network and infrastructure include:
• physical damage to access lines;
• wide spread power surges or outages;
• software defects in critical systems; and
• disruptions beyond our control.
Disruptions may cause interruptions in service or reduced capacity for customers, either of which could cause us to lose customers
and incur expenses.

The failure of any of our billing systems could result in our inability to adequately bill and provide service to our customers. We
recently completed the conversion of all of our companies to a single integrated outsourced billing platform for our end-user customers and
we will install a new billing system for the Spinco business. The failure of any of our billing systems could have a material adverse effect
on our business, financial condition and results of operations.

Our provision of long distance and bandwidth services is dependent on underlying agreements with other carriers that provide us
with transport and termination services. These agreements are based, in part, on our estimate of future supply and demand and may
contain minimum volume commitments. If we overestimate demand, we may be forced to pay for services we do not need. If we
underestimate demand, we may need to acquire additional capacity on a short-term basis at unfavorable prices, assuming additional
capacity is available. If additional capacity is not available, we will not be able to meet this demand. In addition, if we cannot meet any
minimum volume commitments, we may be subject to underutilization charges, termination charges, or rate increases that may adversely
affect our business, financial condition and results of operations.
 
We are dependent on rights-of-way and other permits from railroads, utilities, state highway authorities, local governments and
transit authorities to install and maintain conduit and related communications equipment for any expansion of our networks. We may
need to renew current rights-of-way for our networks and there can be no assurance that we would be successful in renewing these
agreements on acceptable terms or at all. Some of our agreements may be short-term, revocable at will, or subject to termination upon
customary default provisions, and we may not have access to existing rights-of-way after they have expired or terminated. If any of these
agreements are terminated or not renewed, we could be required to remove our then-existing facilities from under the streets or abandon our
networks. Similarly, we may not be able to obtain right-of-way agreements on favorable terms, or at all, in new service areas, and, if we
are unable to do so, our ability to expand our networks could be impaired.
 
Our success depends upon the talents and efforts of our senior management team. While we are not aware that any of our senior
executives or any senior executives of the Northern New England business necessary to operate the business of the combined company
following the transactions has indicated an intention to leave as a result of the merger, none of our senior executives or those of the
Northern New England business, with the
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