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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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                                                                  ABR Spread for     Spread for
                                                                     Tranche B       Tranche B
                   Applicable Leverage Ratio:                       Term Loans       Term Loans
- -----------------------------------------------------------------------------------------------------
          <S>                                                     <C>                <C> 
                       less than 4.0 to 1                              1.375%           2.375%
- -----------------------------------------------------------------------------------------------------
          greater than 4.0 to 1 and less than 5.0 to 1                 1.625%           2.625%
- -----------------------------------------------------------------------------------------------------
                      greater than 5.0 to 1                            1.875%           2.875%


         "Asset Sale" means any sale, lease, license or other disposition
(including any such transaction effected by way of merger or consolidation) by
the Borrower or any of its Subsidiaries of any asset, including without
limitation any sale-leaseback transaction, whether or not involving a capital
lease, or any sale of the stock or other equity securities of any Subsidiary,
but excluding (i) dispositions of cash, cash equivalents and other cash
management investments and obsolete, unused or unnecessary equipment, in each
case in the ordinary course of business, (ii) dispositions of inventory in the
ordinary course of business and (iii) dispositions to the Borrower or any
Subsidiary Guarantor. The description of any transaction as not constituting an
"Asset Sale" does not affect any limitation on such transaction imposed by
Articles 5 and 6 of this Agreement.

         "Assignment and Acceptance" means an assignment and acceptance entered
into by a Lender and an assignee (with the consent of any party whose consent is
required by Section 9.04), and accepted by the Administrative Agent and
Syndication Agent, in the form of Exhibit A.

          "Board" means the Board of Governors of the Federal Reserve System of
the United States of America.

         "Borrower" means Renaissance Media LLC, a Delaware limited liability

         "Borrower Consolidated EBITDA" means, for any period, the sum of:

                           (1) consolidated net income of the Borrower and its
                  Consolidated Subsidiaries for such period (exclusive of (x)
                  the portion of net income allocable to minority interests in
                  unconsolidated Persons to the extent that cash distributions
                  have not actually been received from such Persons and (y) the
                  effect of any extraordinary or non-recurring gain or loss),