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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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         Mortgage; and (y) with respect to any leased real property subject to a
         lease that prohibits the execution and delivery of a Mortgage, the
         Borrower and its Subsidiaries will use all commercially reasonable
         efforts to obtain a waiver of such prohibition, and, if such
         prohibition is not waived, shall not be obligated to execute and
         deliver a Mortgage.

                 (ii)  deliver, or cause to be delivered, to the Agents a
         favorable written opinion of special real estate counsel for the
         Obligors or the Administrative Agent in each state in which property
         subject to a Mortgage is located, in a form reasonably acceptable to
         the Administrative Agent; and

                 (iii) deliver, or cause to be delivered, to the Administrative
         Agent, with respect to each property subject to a Mortgage, (x) an ALTA
         extended coverage lender's policy of title insurance, in such amounts
         as the Administrative Agent shall reasonably request, insuring the
         Mortgage of such property as a valid, enforceable first Lien on the
         Borrower's interest in such property as defined in and subject to such
         Mortgage (or "marked-up" title commitment for such policy dated
         effective as of the date of such Mortgage) subject only to Permitted
         Encumbrances and to such other exceptions as are reasonably
         satisfactory to the Administrative Agent, (y) for each policy referred
         to in clause (x), a title commitment for such policy together with
         legible (or best available) copies of all documents affecting title,
         which shall show all recording information and (z) a survey with
         respect to such property in form and substance reasonably satisfactory
         to a title insurance company reasonably satisfactory to the
         Administrative Agent. Each policy delivered by the Borrower pursuant to
         clause (x), including each of the exceptions to coverage contained
         therein (other than Permitted Encumbrances), shall be subject to the
         reasonable approval of the Administrative Agent, and shall be issued by
         a title insurance company reasonably satisfactory to the Administrative
         Agent. Attached to each such policy shall be any and all endorsements
         reasonably required by the Administrative Agent and reasonably
         available in the state in which such property is located, including (i)
         a comprehensive endorsement (ALTA 9 or equivalent) covering
         restrictions and other matters, (ii) a 3.1 form of zoning endorsement,
         (iii) an endorsement ensuring that the Lien of the Mortgage with
         respect to which the policy is issued is valid against any applicable
         usury laws in the state in which the property subject to such Mortgage
         is located, (iv) an endorsement ensuring that such property has access
         to a dedicated public street, (v) a revolving credit endorsement, (vi)
         a contiguity endorsement, (vii) a survey and "same as" endorsement,
         (viii)

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