- 6 -
Governmental Authority, including all amendments thereto and renewals or
"Franchise Area" means any geographic area in which a Renaissance Company
is authorized to provide cable television service pursuant to a Franchise or
otherwise provides cable television service for which area a Franchise is being
negotiated or is not required pursuant to applicable Legal Requirements.
"Franchising Authorities" means all Governmental Authorities that have
issued or granted any Franchises relating to the operation of a System.
"GAAP" means generally accepted accounting principles as in effect in the
United States from time to time.
"Governmental Authority" means any federal, state, or local governmental
authority or instrumentality, including any court, tribunal or administrative or
regulatory agency, department, bureau, commission or board.
"Hazardous Substance" means any pollutant, contaminant, hazardous or toxic
substance, material, constituent or waste or any pollutant or any release
thereof that is labeled or regulated as such by any Governmental Authority
pursuant to an Environmental Law, including petroleum or petroleum compounds,
radioactive materials, asbestos or any asbestos-containing material, or
"Headquarters Employees" means the employees of the Renaissance Companies
set forth in Schedule 1.2.
"HSR Act" means the Hart-Scott-Rodino Antitrust Improvements Act of 1976,
and the regulations promulgated by the Federal Trade Commission with respect
thereto, as amended and in effect from time to time.
"Indebtedness" of any Person means, without duplication, (a) all
indebtedness for borrowed money; (b) all obligations issued, undertaken or
assumed as the deferred purchase price of property or services (other than trade
payables and accrued liabilities entered into in the ordinary course of business
on ordinary terms); (c) all non-contingent reimbursement or payment obligations
with respect to surety instruments; (d) all obligations evidenced by notes,
bonds, debentures or similar instruments, including obligations so evidenced
incurred in connection with the acquisition of property, assets or businesses;
(e) all indebtedness created or arising under any conditional sale or other
title retention agreement, or incurred as financing, in either case with respect
to property acquired by the Person (even though the rights and remedies of the
seller or bank under such agreement in the event of default are limited to
repossession or sale of such property) and all obligations under any linefill
agreements; (f) all capitalized lease obligations; (g) all net obligations with
respect to swap Contracts; (h) all indebtedness referred to in clauses (a)
through (g) above secured by (or for which the holder of such Indebtedness has