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SEC Filings

S-4
AVALON CABLE OF MICHIGAN INC/ filed this Form S-4 on 04/01/1999
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time of acquisition thereof by any of the Issuers or any of their Restricted
Subsidiaries, provided that such Liens were not created in contemplation of
such acquisition and only extend to the property so acquired; (vi) Liens
existing on the Issue Date; (vii) Liens to secure any Permitted Refinancing
Indebtedness incurred to refinance any Indebtedness secured by any Lien
referred to in the foregoing clauses (ii) through (vi), as the case may be, at
the time the original Lien became a Permitted Lien; (viii) Liens in favor of
any of the Issuers or any of their Restricted Subsidiaries; (ix) Liens incurred
in the ordinary course of business of the Issuers or any of their Restricted
Subsidiaries with respect to obligations that do not exceed the greater of
$15.0 million or 5% of Total Assets in the aggregate at any one time
outstanding and that (a) are not incurred in connection with the borrowing of
money or the obtaining of advances or credit (other than trade credit in the
ordinary course of business) and (b) do not in the aggregate materially detract
from the value of the property or materially impair the use thereof in the
operation of business by such Issuer or such Restricted Subsidiary; (x) Liens
to secure the performance of statutory obligations, surety or appeal bonds,
performance bonds, deposits to secure the performance of bids, trade contracts,
government contracts, leases or licenses or other obligations of a like nature
incurred in the ordinary course of business (including, without limitation,
landlord Liens on leased properties); (xi) Liens for taxes, assessments or
governmental charges or claims that are not yet delinquent or that are being
contested in good faith by appropriate proceedings promptly instituted and
diligently prosecuted, provided that any reserve or other appropriate provision
as shall be required to conform with GAAP shall have been made therefor; (xii)
Liens to secure Indebtedness (including Capital Lease Obligations) permitted by
clause (vi) of the second paragraph of the covenant described above under the
caption "--Incurrence of Indebtedness and Issuance of Preferred Stock" covering
only the assets acquired with such Indebtedness; (xiii) carriers',
warehousemen's, mechanics', landlords', materialmen's, repairmen's or other
like Liens arising in the ordinary course of business in respect of obligations
not overdue for a period in excess of 60 days or which are being contested in
good faith by appropriate proceedings promptly instituted and diligently
prosecuted; provided that any reserve or other appropriate provision as shall
be required to conform with GAAP shall have been made therefor; (xiv)
easements, rights-of-way, zoning and similar restrictions and other similar
encumbrances or title defects incurred, or leases or subleases granted to
others, in the ordinary course of business, which do not in any case materially
detract from the value of the Property subject thereto or do not interfere with
or adversely affect in any material respect the ordinary conduct of the
business of the Issuers and their Restricted Subsidiaries taken as a whole;
(xv) Liens in favor of customs and revenue authorities to secure payment of
customs duties in connection with the importation of goods in the ordinary
course of business and other similar Liens arising in the ordinary course of
business; (xvi) leases or subleases granted to third Persons not materially
interfering with the ordinary course of business of the Issuers or any of their
Restricted Subsidiaries; (xvii) Liens (other than any Lien imposed by ERISA or
any rule or regulation promulgated thereunder) incurred or deposits made in the
ordinary course of business in connection with workers' compensation,
unemployment insurance, and other types of social security; (xviii) deposits
made in the ordinary course of business to secure liability to insurance
carriers; (xix) Liens to secure Indebtedness permitted under the covenant
described above under the caption "--Incurrence of Indebtedness and Issuance of
Preferred Stock"; provided, that any such Lien encumbers only the assets so
purchased with the proceeds thereof; (xx) any attachment or judgment Lien not
constituting an Event of Default under clause (vii) of the first paragraph of
the section described above under the caption "Events of Default and Remedies";
(xxi) any interest or title of a lessor or sublessor under any operating lease;
(xxii) Liens under licensing agreements for use of Intellectual Property
entered into in the ordinary course of business; (xxiii) Liens encumbering
deposits made to secure obligations arising from statutory, regulatory,
contractual, or warranty requirements of any of the Issuers or any of their
Restricted Subsidiaries, including rights of offset and set-off; (xxiv)
bankers' Liens in respect of deposit accounts; (xxv) Liens created under the
Indenture; (xxvi) Liens imposed by law incurred by the Issuers or their
Restricted Subsidiaries in the ordinary course of business; and (xxvii) any
renewal of or substitution for any Lien permitted by clauses (i) through
(xxvi), provided, however, that with respect to Liens incurred pursuant to this
clause (xxvii), the principal amount secured has not increased nor the Liens
extended to any additional property (other than proceeds of the property in
question).
 
   "Permitted Refinancing Indebtedness" means any Indebtedness of any of the
Issuers or any of their Restricted Subsidiaries issued in exchange for, or the
net proceeds of which are used to extend, refinance,
 
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