Print Page  Close Window

SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
                                  SCHEDULE A


1. CCS  Services. Subject to the terms and conditions of the Master Agreement 
and for the fees described in Schedule F, CSG will provide to Customer, and 
Customer will purchase from CSG, all of Customer's requirements for the data 
processing services, applications and other video services (the "CCS Services") 
for all of Customer's subscriber accounts using CSG's CCS system. The CCS 
Services will provide Customer with an on-line terminal facility (not the 
terminals themselves), service bureau access to CCS processing software, 
adequate computer time and other mechanical data processing services as more 
specifically described in the user documents: the User Guide, User Data File 
Manual, User Training Manual, Conversion Manual, Operations Guide, and Customer
Bulletins issued by CSG (the "Documentation"). Customer's personnel shall enter 
all payments non-monetary changes on terminal(s) located at Customer's offices, 
or provide CSG payment information on magnetic tape or electronic record in 
CSG's format. CSG and Customer acknowledge and agree that the Documentation 
describing the CCS Services is subject to ongoing review and modification from 
time to time.

2. Communications Services and Fees. CSG shall provide, at Customer's expense,
as data communications line from the CSG data processing center to each of
Customer's system site locations identified in Exhibit A-1 attached hereto (the
"System Sites"). Customer shall pay all fees and charges in connection with the
installation and use of and peripheral equipment related to the data
communications line in accordance with the fees described in Schedule F attached

3. Conversion Services and Fees. CSG shall provide services as described on 
Exhibit A-2 attached hereto in connection with Customer's conversion of each 
System Site and for those added by mutual agreement of the parties to CSG's data
processing system subsequent to the execution of this Master Agreement (the 
"Conversion Services"). For System Sites added to Exhibit A-1 subsequent to the 
Effective Date of the Master Agreement, Customer shall pay CSG the fees set 
forth in Schedule F for the performance of the Conversion Services.

4. Deconversion Services and Fees. If Customer sells, transfers, assigns or 
disposes of any of the assets of or any ownership or management interest in any 
System Site (the "Disposed Site(s)"), Customer agrees to pay CSG the per set 
deconversion tape fee and the fees for processing and deconverting subscribers, 
including on-line access fees, as set forth in Schedule F, which amounts shall 
be due and payable thirty (30) days prior to the intended deconversion of any 
such Disposed Site(s) from the CCS Services. CSG shall be under no obligation or
liability to provide any deconversion tapes or records until all amounts due 
hereunder, and as otherwise provided in the Master Agreement, shall have been 
paid in full.

5. Optional and Ancillary Services. At Customer's request, CSG shall provide 
optional and ancillary services, including but not limited to any described on 
Schedule F at CSG's then-current prices, or as may otherwise be set forth in 
- ----------
Schedule F, and where applicable on the terms and conditions set forth in 
- ----------
separately executed Schedules to the Master Agreement.

6. Customer Information. Any original documents, data and files provided to CSG
hereunder by Customer ("Customer Data") are and shall remain Customer's
property, and upon termination of this Master Agreement for any reason or
deconversion of any System Site, such Customer Data shall be returned to
Customer by CSG, subject to the payment of CSG's then-current rates for
processing and delivering the Customer Data, any applicable deconversion fees
required under Section 4 hereof and all unpaid charges for services and
equipment, if any, including late charges incurred by Customer. Customer Data
will not be utilized by CSG for any purpose other than those purposes related to
rendering the services to Customer under the Master Agreement. Data to be
returned to Customer includes: Subscriber Master File (including Works Orders,
Converters and General Ledger), Computer-Produced Reports (reflecting activity
during period of 90 days immediately prior to Schedule A termination), House
Master File, Any other related data or files held by CSG on behalf of Customer.

7. Discontinuance Fees. During the term of this Schedule A, each month Customer
shall be responsible for paying CSG the actual CCS Services fees incurred during
such month. The parties have mutually agreed upon the fees for the CCS Services 
to be provided hereunder based upon certain assumed volumes of processing 
activity, and the length of the term of Schedule A. Customer acknowledges and 
agrees that, without the certainty of revenue promised by the commitments set 
forth in this Schedule A, CSG would have been unwilling to provide the CCS 
Services at the fees set forth in the Schedule F. Because of the difficulty in 
ascertaining CSG's actual damages for a termination or other breach of this 
Agreement (including, but not limited to, Schedule A) by Customer before the 
expiration of the then-current term with respect to one 

                          THEIR RESPECTIVE COMPANIES