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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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shall not have agreed otherwise, the Applicable Leverage Ratio for each day from
and including the day on which such financial statements are required to be
delivered to but excluding the day on which such financial statements are
delivered shall be deemed to be greater than 5.0:1; and provided further that,
for purposes of determining the Applicable Rate pursuant to Table I of the
definition of "Applicable Rate," the Applicable Leverage Ratio on the Effective
Date shall be equal to the ratio of (i) Consolidated Total Senior Debt on the
Effective Date (after giving effect to any Loans made on the Effective Date) to
(ii) $29,300,000.

         "Applicable Percentage" means, with respect to any Lender with a
Commitment of any Class, the percentage of the total Commitments of such Class
represented by such Lender's Commitment of such Class. If the Commitments of
such Class have terminated or expired, the Applicable Percentages with respect
to the Commitments of such Class shall be determined based upon the Commitments
of such Class most recently in effect, giving effect to any assignments.

         "Applicable Rate" means, with respect to any ABR Loan or Eurodollar
Loan, or with respect to any Letter of Credit participation fee payable
hereunder, as the case may be, (i) for any day prior to and including November
13, 1998, the applicable rate per annum set forth in Table I below under the
caption "ABR Spread", "Eurodollar Spread" or "Letter of Credit Fee Rate", as the
case may be, based on the Applicable Leverage Ratio on the Effective Date; and
(ii) for any day after November 13, 1998, the applicable rate per annum set
forth in Table II below under the caption "ABR Spread","Eurodollar Spread" or
"Letter of Credit Fee Rate", as the case may be, based upon the Applicable
Leverage Ratio on such date; provided that each applicable rate set forth in
Table II below will decrease by .125% on and after the first date on which each
Agent has received evidence reasonably satisfactory to it that (A) the
Subscriber Total of the Borrower and its Consolidated Subsidiaries exceeds
200,000 and (B) the credit facilities provided for under this Agreement shall
have been rated Ba3 or better by Moody's and BB- or better by S&P:

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