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SEC Filings

S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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     thereto has been filed and becomes effective, (ii) of any request, after
     the Registration Statement has become effective, by the SEC or any state
     securities authority for amendments and supplements to a Registration
     Statement and Prospectus or for additional information, (iii) of the
     issuance by the SEC or any state securities authority of any stop order
     suspending the effectiveness of a Registration Statement or the initiation
     of any proceedings for that purpose, (iv) if, between the effective date of
     a Registration Statement and the closing of any sale of Registrable Notes
     covered thereby, the representations and warranties of the Guarantor or any
     Obligor contained in any underwriting agreement, securities sales agreement
     or other similar agreement, if any, relating to the offering cease to be
     true and correct in all material respects or if the Guarantor or any
     Obligor receives any notification with respect to the suspension of the
     qualification of the Registrable Notes for sale in any jurisdiction or the
     initiation of any proceeding for such purpose, (v) of the happening of any
     event during the period a Shelf Registration Statement is effective which
     makes any statement made in such Registration Statement or the related
     Prospectus untrue in any material respect or which requires the making of
     any changes in such Registration Statement or Prospectus in order to make
     the statements therein not misleading and (vi) of any determination by the
     Guarantor or any Obligor that a post-effective amendment to a Registration
     Statement would be appropriate;

          (f) make every reasonable effort to obtain the withdrawal of any order
     suspending the effectiveness of a Registration Statement at the earliest
     possible moment and provide prompt notice to each Holder of the withdrawal
     of any such order;

          (g) in the case of a Shelf Registration, furnish to each Holder of
     Registrable Notes, without charge, at least one conformed copy of each
     Registration Statement and any post-effective amendment thereto (without
     documents incorporated therein by reference or exhibits thereto, unless
     requested);

          (h) in the case of a Shelf Registration, cooperate with the selling
     Holders of Registrable Notes to facilitate the timely preparation and
     delivery of certificates representing Registrable Notes to be sold and not
     bearing any restrictive legends and enable such Registrable Notes to be in
     such denominations (consistent with the provisions of the Indenture) and
     registered in such names as the selling Holders may reasonably request at
     least one business day prior to the closing of any sale of Registrable
     Notes;

          (i) in the case of a Shelf Registration, upon the occurrence of any
     event contemplated by Section 3(e)(v) hereof, use their best efforts to
     prepare and file with the SEC a supplement or post-effective amendment to a
     Registration Statement or the related Prospectus or any document
     incorporated therein by reference or file any other