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right, contingent or otherwise, to be secured by) any lien upon or in property
(including accounts and contract rights) owned by such Person, even though such
Person has not assumed or become liable for the payment of such Indebtedness;
and (i) all guaranty obligations in respect of indebtedness or obligations of
others of the kinds referred to in clauses (a) through (g) above; provided,
however, that "Indebtedness" shall not include any obligations such as letters
of credit, surety bonds or performance bonds or similar obligations entered into
in the ordinary course of business.
"Indemnity Agreement" means the Indemnity Agreement to be executed and
delivered by Buyer, Charter, Holdings and the Escrow Agent, substantially in the
form of Exhibit E hereto, which agreement shall be executed and delivered on the
"Indenture" means the Indenture dated as of April 9, 1998 among Renaissance
Louisiana, Renaissance Tennessee, Renaissance Capital, Group, as guarantor, and
United States Trust Company of New York, as Trustee as the same may be amended
and in effect from time to time.
"Indenture Closing Documents" means the Placement Agreement dated April 6,
1998 among Group, Renaissance Louisiana, Renaissance Tennessee, Renaissance
Capital and Morgan Stanley & Co. Incorporated and the Registration Rights
Agreement dated April 6, 1998 among Group, Renaissance Louisiana, Renaissance
Tennessee, Renaissance Capital and Morgan Stanley & Co. Incorporated, as each of
the same may be amended and in effect from time to time.
"Intangibles" means all copyrights, trademarks, trade names, service marks,
service names, patents, permits, proprietary information, technical information
and data, machinery and equipment warranties, and other similar intangible
property rights and interests (which shall in no event include Franchises,
Licenses or Contracts) issued to or owned by any of the Renaissance Companies.
"Knowledge" means the actual knowledge of the persons listed in Schedule
1.1(a) with respect to Buyer and Charter and the actual knowledge of the persons
listed in Schedule 1.1(b) with respect to Holdings and Group.
"Legal Restrictions" means restrictions arising under the securities laws,
the Cable Act, FCC Regulations, the Franchises and the Licenses.
"Legal Requirements" means applicable common law and any applicable
statute, permit, ordinance, code or other law, rule, regulation, order,
technical or other standard, requirement or procedure enacted, adopted,
promulgated or applied by any Governmental Authority (including, without
limitation, the FCC), including any applicable order, decree or judgment which
may have been handed down, adopted or imposed by any Governmental Authority, all
as in effect from time to time.