FairPoint Communications 2009 Annual Report Download - page 249

SECTION 4. Affirmation of Guarantors. Each Guarantor hereby approves and consents to this Agreement and the transactions
contemplated by this Agreement and agrees and affirms that its guarantee of the Obligations continues to be in full force and effect and is hereby ratified and
confirmed in all respects and shall apply to (i) the Credit Agreement and (ii) all of the other Credit Documents, as such are amended, restated, supplemented or
otherwise modified from time to time in accordance with their terms.
SECTION 5. Ratification.
(a) Except as herein agreed, the Credit Agreement and the other Credit Documents remain in full force and effect and are hereby
ratified and affirmed by the Credit Parties. Each of the Credit Parties hereby (i) confirms and agrees that the Borrowers are truly and justly indebted to the
Administrative Agent and the Lenders in the aggregate amount of the Obligations without defense, counterclaim or offset of any kind whatsoever, and
(ii) reaffirms and admits the validity and enforceability of the Credit Agreement and the other Credit Documents.
(b) This Agreement shall be limited precisely as written and, except as expressly provided herein, shall not be deemed (i) to be a
consent granted pursuant to, or a waiver, modification or forbearance of, any term or condition of the Credit Agreement or any of the instruments or
agreements referred to therein or a waiver of any Default or Event of Default under the Credit Agreement, whether or not known to the Administrative Agent or
any of the Lenders, or (ii) to prejudice any right or remedy which the Administrative Agent or any of the Lenders may now have or have in the future against
any Person under or in connection with the Credit Agreement, any of the instruments or agreements referred to therein or any of the transactions contemplated
thereby.
SECTION 6. Waivers; Amendments. Neither this Agreement, nor any provision hereof, may be waived, amended or modified except
pursuant to an agreement or agreements in writing entered into by the Administrative Agent and the Required Lenders.
SECTION 7. References. All references to the “Credit Agreement”, “thereunder”, “thereof” or words of like import in the Credit
Agreement or any other Credit Document and the other documents and instruments delivered pursuant to or in connection therewith shall mean and be a
reference to the Credit Agreement as modified hereby and as each may in the future be amended, restated, supplemented or modified from time to time.
SECTION 8. Counterparts. This Agreement may be executed by the parties hereto individually or in combination, in one or more
counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. Delivery of an executed counterpart of a
signature page by telecopier shall be effective as delivery of a manually executed counterpart.
SECTION 9. Successors and Assigns. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and assigns.
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