0001104659-07-053005 Sample Contracts

AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • July 9th, 2007 • Fairpoint Communications Inc • Telephone communications (no radiotelephone)

AMENDMENT NO. 3, dated as of July 3, 2007 (this “Amendment”) is by and among VERIZON COMMUNICATIONS INC., a Delaware corporation (“Verizon”), NORTHERN NEW ENGLAND SPINCO INC., a Delaware corporation (“Spinco”), and FAIRPOINT COMMUNICATIONS, INC., a Delaware corporation (the “Company”) to the Agreement and Plan of Merger, dated as of January 15, 2007, as amended (the “Merger Agreement”) by and among Verizon, Spinco and the Company. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Merger Agreement, and all references to Articles and Sections herein are references to Articles and Sections of the Merger Agreement.

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