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SEC Filings

S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
 
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     required document so that, as thereafter delivered to the purchasers of the
     Registrable Notes, such Prospectus will not contain any untrue statement of
     a material fact or omit to state a material fact necessary to make the
     statements therein, in light of the circumstances under which they were
     made, not misleading. The Guarantor and the Obligors agree to notify the
     Holders to suspend use of the Prospectus as promptly as practicable after
     the occurrence of such an event, and the Holders hereby agree to suspend
     use of the Prospectus until the Guarantor and the Obligors have amended or
     supplemented the Prospectus to correct such misstatement or omission;

          (j) a reasonable time prior to the filing of any Registration
     Statement, any Prospectus, any amendment to a Registration Statement or
     amendment or supplement to a Prospectus or any document which is to be
     incorporated by reference into a Registration Statement or a Prospectus
     after initial filing of a Registration Statement, provide copies of such
     document to the Placement Agent and its counsel (and, in the case of a
     Shelf Registration Statement, the Holders and their counsel) and make such
     of the representatives of the Companies as shall be reasonably requested by
     the Placement Agent or its counsel (and, in the case of a Shelf
     Registration Statement, the Holders or their counsel) available for
     discussion of such document, and shall not at any time file or make any
     amendment to the Registration Statement, any Prospectus or any amendment of
     or supplement to a Registration Statement or a Prospectus or any document
     which is to be incorporated by reference into a Registration Statement or a
     Prospectus, of which the Placement Agent and its counsel (and, in the case
     of a Shelf Registration Statement, the Holders and their counsel) shall not
     have previously been advised and furnished a copy or to which the Placement
     Agent or its counsel (and, in the case of a Shelf Registration Statement,
     the Holders or their counsel) shall reasonably object;

          (k) obtain a CUSIP number for all Exchange Notes or Registrable Notes,
     as the case may be, not later than the effective date of a Registration
     Statement;

          (l) cause the Indenture to be qualified under the Trust Indenture Act
     of 1939, as amended (the "TIA"), in connection with the registration of the
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     Exchange Notes or Registrable Notes, as the case may be, cooperate with the
     Trustee and the Holders to effect such changes to the Indenture as may be
     required for the Indenture to be so qualified in accordance with the terms
     of the TIA and execute, and use its best efforts to cause the Trustee to
     execute, all documents as may be required to effect such changes and all
     other forms and documents required to be filed with the SEC to enable the
     Indenture to be so qualified in a timely manner;

          (m) in the case of a Shelf Registration, make available for inspection
     by a representative of the Holders of the Registrable Notes, any
     Underwriter participating in