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RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
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     Section 6.10 Confidentiality. Any non-public information that either party
("Recipient Party") may obtain from the other ("Disclosing Party") in connection
with this Agreement with respect to Disclosing Party or the Systems shall be
confidential and, unless and until Closing shall occur, Recipient Party shall
not disclose any such information to any third party (other than its directors,
officers, members, shareholders, partners and employees, and representatives of
its advisers and lenders whose knowledge thereof is necessary in order to
facilitate the consummation of the transactions contemplated hereby) or use such
information to the detriment of Disclosing Party; provided that (a) Recipient
Party may use and disclose any such information once it has been publicly
disclosed (other than by Recipient Party in breach of its obligations under this
Section) or which rightfully has come into the possession of Recipient Party
(other than from Disclosing Party), and (b) to the extent that Recipient Party
may become compelled by Legal Requirements to disclose any of such information,
Recipient Party may disclose such information if it shall have used all
reasonable efforts, and shall have afforded Disclosing Party the opportunity, to
obtain an appropriate protective order, or other satisfactory assurance of
confidential treatment, for the information compelled to be disclosed. If this
Agreement is terminated, Recipient Party shall use all reasonable efforts to
cause to be delivered to Disclosing Party, and retain no copies of, any
documents, work papers and other materials obtained by Recipient Party or on its
behalf from Disclosing Party, whether so obtained before or after the execution

         Section 6.11 Supplements to Schedules. Each of Seller and Buyer shall,
from time to time prior to Closing, supplement the Schedules to this Agreement
with additional information that, if existing or known to it on the date of this
Agreement, would have been required to be included in one or more Schedules to
this Agreement. For purposes of determining the satisfaction of any of the
conditions to the obligations of Buyer and Seller in Sections 7.1 and 7.2 and
the liability of Seller or of Buyer following Closing for breaches of its
representations and warranties under this Agreement, the Schedules to this
Agreement shall be deemed to include only (a) the information contained therein
on the date of this Agreement and (b) information added to the Schedules by
written supplements to this Agreement delivered prior to Closing by the party
making such amendment that (i) are accepted in writing by the other party or
(ii) reflect actions permitted by this Agreement to be taken prior to Closing.

     Section 6.12  Notification of Certain Matters.

         (a)    Each party shall promptly notify the other party of any fact,
event, circumstance, action or omission (i) which, if known at the date of this
Agreement, would have been required to be disclosed in or pursuant to this
Agreement, or (ii) the existence or occurrence of which would cause any of such
party's representations or warranties under this Agreement not to be true in any
material respect, and with respect to clause (ii), use commercially reasonable
efforts to remedy the same.

         (b)    Promptly upon becoming aware of such matter, each party shall
notify the other party of any fact, event, circumstance, action or omission