Alfred C. Giammarino c/o FairPoint Communications, Inc. Suite 500 Charlotte, North Carolina 28202 Re: Change in Control and Severance Agreement Dear Al:Letter Agreement • November 7th, 2008 • Fairpoint Communications Inc • Telephone communications (no radiotelephone)
This letter agreement (the “Agreement”) between you and FairPoint Communications, Inc. (the “Company”) sets forth certain rights and obligations with respect to the payment of severance and receipt of certain benefits (the “Severance Benefits”) in the event of the termination of your employment for any of the circumstances described in Paragraph 1, below. This Agreement shall supersede any prior agreements or other arrangements between you and the Company or its affiliates concerning the receipt of payment or benefits upon your employment termination or in accordance with the Company’s published or unpublished policies.
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 7th, 2008 • Fairpoint Communications Inc • Telephone communications (no radiotelephone) • Delaware
This Restricted Stock Agreement, dated as of the day of , 20 (the “Grant Date”), between FairPoint Communications, Inc., a Delaware corporation (the “Company”), and the grantee whose name appears on Schedule A hereto (the “Grantee”), is being entered into pursuant to the FairPoint Communications, Inc. 2008 Long Term Incentive Plan (the “Plan”). Capitalized terms used herein without definition have the meaning given in the Plan.
