FairPoint Communications 2009 Annual Report Download - page 258

FairPoint, subject to changes resulting from audit and normal year-end audit adjustments.”
1.2 Section 6.01(c) of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
“(c) Monthly Financial Statements. As soon as available and in any event within 30 days after the close of each fiscal month
(provided that (i) such 30 day period shall be extended to 45 days in the case of the fiscal month ending on the last day of a fiscal year of
FairPoint (other than with respect to the fiscal month ended December 31, 2009, which 45 day period shall be extended to March 30, 2010),
(ii) with respect to the fiscal month ended January 31, 2010, such 30 day period shall be extended to March 30, 2010 and (iii) with respect
to the fiscal month ended February 28, 2010, such 30 day period shall be extended to April 15, 2010), commencing with the first fiscal
month ending after the Closing Date, the consolidated balance sheet of FairPoint and its Subsidiaries, as at the end of such monthly period
and the related consolidated statements of operations and of cash flows for such monthly period and for the elapsed portion of the fiscal
year ended with the last day of such monthly period, in each case setting forth comparative consolidated figures for the related periods in
the prior fiscal year, all of which shall be in reasonable detail and certified by the chief financial officer or controller of FairPoint, subject to
normal year-end audit adjustments.”
SECTION 2. Conditions Precedent. This Agreement shall become effective on the date (the “ Effective Date”) upon receipt by the
Administrative Agent of executed counterparts of this Agreement duly executed by the Credit Parties, the Administrative Agent and the Required Lenders.
SECTION 3. Representations and Warranties. After giving effect to this Agreement, the Credit Parties, jointly and severally, reaffirm
and restate the representations and warranties set forth in the Credit Agreement and in the other Credit Documents (except to the extent such representations and
warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such
earlier date) and all such representations and warranties shall be true and correct on the date hereof with the same force and effect as if made on such date,
provided, however, the representations and warranties set forth in the first sentence of Section 5.08 and clause (iii) of the last sentence of Section 5.09(a) of the
Credit Agreement reaffirmed and restated by the Credit Parties herein are qualified to give effect to FairPoint’s disclosure set forth in its Form 8-K filed with the
Securities and Exchange Commission on February 23, 2010. Each of the Credit Parties represents and warrants (which representations and warranties shall
survive the execution and delivery hereof) to the Administrative Agent and the Lenders that:
(a) it has the company power and authority to execute, deliver and carry out the terms and provisions of this Agreement and the
transactions contemplated hereby and has taken or caused to be taken all necessary action to authorize the execution, delivery and performance of
this Agreement and the transactions contemplated hereby;
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