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|CHARTER COMMUNICATIONS, INC. /MO/ filed this Form 8-K on 11/25/2015|
LEGAL DEFEASANCE AND COVENANT DEFEASANCE
With respect to the Notes only, Section 8.03 of the Base Indenture is hereby replaced with the following:
Section 8.03 Covenant Defeasance.
Upon the Issuers exercise under Section 8.01 of the option applicable to this Section 8.03, the Issuer shall, subject to the satisfaction of the conditions set forth in Section 8.04, be released from its obligations under the covenants contained in Article 5 and Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.13, 4.14, 4.16, 4.17 and 4.19 with respect to the outstanding Notes on and after the date the conditions set forth in Section 8.04 are satisfied (hereinafter, Covenant Defeasance), and the Notes shall thereafter be deemed not outstanding for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but shall continue to be deemed outstanding for all other purposes hereunder (it being understood that such Notes shall not be deemed outstanding for accounting purposes). For this purpose, Covenant Defeasance means that, with respect to the outstanding Notes, the Issuer may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.01, but except as specified above, the remainder of this Supplemental Indenture and such Notes shall be unaffected thereby. In addition, upon the Issuers exercise under Section 8.01 of the option applicable to this Section 8.03, subject to the satisfaction of the conditions set forth in Section 8.04, Sections 6.01(3) through 6.01(5) and 6.01(8) shall not constitute Events of Default.
AMENDMENT, SUPPLEMENT AND WAIVER
With respect to the Notes only, CCOH Safari hereby agrees to expressly subject itself to the provisions of Article 9 of the Base Indenture and clause (3) of Section 9.01 of the Base Indenture is hereby replaced with the following:
Section 9.01 Without Consent of Holders of Notes.
(3) to provide for or confirm the issuance of Additional Notes or the Exchange Notes;