Print Page  Close Window

SEC Filings

S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
 
<PAGE>
 
         "Term Commitments" means Tranche A Term Commitments or Tranche B Term
Commitments, or any combination thereof, as the context may require.

         "Term Loans" means Tranche A Term Loans or Tranche B Term Loans, or any
combination thereof, as the context may require.

         "Time Warner Put" means the Seller's right, pursuant to and in
accordance with the procedures set forth in Section 9.05 of the Amended and
Restated Limited Liability Company Agreement of RMH, dated as of April 9, 1998
(as in effect on the Effective Date and, except for any Excluded Amendment (as
hereafter defined), as amended from time to time) to cause RMH to purchase all
of the Seller's limited liability company interests of RMH if at any time the
Seller's direct or indirect ownership of a limited liability company interest in
RMH violates a material legal or regulatory requirement applicable to the
Seller. For purposes hereof, an "Excluded Amendment" means any amendment or
modification of the Amended and Restated Limited Liability Company Agreement of
RMH that, without the prior written consent of the Required Lenders, (i) results
in an increase in the purchase price, (ii) reduces or eliminates the required
notice period, or (iii) otherwise expands the rights of the Seller in any manner
that adversely affects the Lenders, in each case in respect of an exercise of
the Time Warner Put.

         "Tranche A Term Commitment" means, with respect to each Lender, the
commitment of such Lender to make Tranche A Term Loans hereunder, expressed as
an amount representing the maximum aggregate amount of such Lender's Tranche A
Term Loans hereunder, as such commitment may be (x) reduced from time to time
pursuant to Sections 2.07(c) and (y) reduced or increased from time to time
pursuant to assignments by or to such Lender pursuant to Section 9.04. The
initial amount of each Lender's Tranche A Term Commitment is set forth on
Schedule 2.01 under the heading "Tranche A Term Commitment", or in the
Assignment and Acceptance pursuant to which such Lender shall have assumed its
Tranche A Term Commitment, as applicable. The initial aggregate amount of the
Lenders' Tranche A Term Commitments is $60,000,000.

         "Tranche B Term Commitment" means, with respect to each Lender, the
commitment of such Lender to make Tranche B Term Loans hereunder, expressed as
an amount representing the maximum aggregate amount of such Lender's Tranche B
Term Loans hereunder, as such commitment may be (x) reduced from time to time
pursuant to Section 2.07(c) and (y) reduced or increased from time to time
pursuant to assignments by or to such Lender pursuant to Section 9.04. The
initial amount of each Lender's Tranche B Term Commitment is set forth on
Schedule 2.01 under the heading "Tranche B Term Commitment", or in the

                                       33