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SEC Filings

CHARTER COMMUNICATIONS, INC. /MO/ filed this Form 8-K on 05/19/2016
Entire Document

Statement unless and until the Company has received a fully completed and executed Selling Holder Questionnaire for such Selling Holder. Subject to the provisions of this Agreement, after receipt of an Exchangeable Security Shelf Registration Request, if the Company is then eligible to file a Shelf Registration Statement, the Company shall, to the extent permitted by applicable law, as promptly as practicable and no later than twenty (20) business days after receipt of such Exchangeable Security Shelf Registration Request file with the SEC a new Shelf Registration Statement or amend or renew an existing or expiring shelf registration statement, at the Company’s option, to effectuate such Shelf Registration. If permitted under the Securities Act, such Shelf Registration Statement shall be an “automatic shelf registration statement” as defined in Rule 405 under the Securities Act. The Company shall use its reasonable best efforts to cause such Shelf Registration Statement to be declared effective by the SEC or otherwise become effective under the Securities Act as promptly as practicable after the filing thereof. The Company shall use its reasonable best efforts to keep such Shelf Registration Statement continuously effective under the Securities Act in order to permit the Prospectus forming a part thereof to be usable by such Selling Holders until the earlier of (A) one (1) year after the Shelf Registration Statement is first declared effective, (B) the date as of which all of the Registrable Securities covered by such Shelf Registration Statement shall have been sold pursuant to such Shelf Registration Statement and (C) the date as of which each of the Selling Holders is permitted to sell its Registrable Securities without registration pursuant to Rule 144 under the Securities Act without volume limitations or other restrictions on transfer thereunder (such period of effectiveness, an “Exchangeable Security Shelf Period”). An Exchangeable Security Shelf Period shall be extended by the number of days of any Suspension that occurs during such Exchangeable Security Shelf Period. A Shelf Registration pursuant to this Section 2(b)(i) shall not be an underwritten offering. As a condition to being named as a selling stockholder in the Prospectus included in a Shelf Registration Statement, each Selling Holder will be required to agree to be bound by the obligations applicable to a Holder set forth in Section 8 and Sections 10(b) through (e). All actions on behalf of the Selling Holders shall be coordinated and communicated to the Company by, and proceed through, the applicable Investor Holder.

(ii) In Connection with Other Shelf Underlying Transactions. After the first anniversary of the Closing Date in the case of an A/N Holder and after August 31, 2016 in the case of a Liberty Holder, at any time following the occurrence of a Shelf Registration Trigger Event (other than an Exchangeable Private Placement), the Investor Holder that effected the Shelf Underlying Transaction related to such Shelf Registration Trigger Event may, by providing written notice to the Company, request that the corresponding Selling Holders be able to sell all or part of their Shelf Registrable Securities delivered or deliverable under the terms of such Shelf Underlying Transaction pursuant to a Shelf Registration Statement (a “Shelf Registration Request”) for a secondary offering to be made on a delayed or continuous basis pursuant to a Shelf Registration. Each Shelf Registration Request shall specify the number of Shelf Registrable Securities to be registered and the names of each such Selling Holders and shall be accompanied by fully completed and executed Selling Holder Questionnaires for each such Selling Holders (such information and Selling Holder Questionnaires, the “Selling Holders Information”). Subject to the provisions of this Agreement, after receipt of a Shelf Registration Request and all of the Selling Holders Information, if the Company is then eligible to file a Shelf Registration