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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form 8-K on 03/01/1999
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     3.6 Absence of Undisclosed Liabilities.

     (a) None of the Renaissance Companies has any indebtedness, liability or
obligation of a type required by GAAP to be reflected on a balance sheet that is
not reflected or reserved against in the balance sheet of the Renaissance
Companies included in the Financial Statements, other than indebtedness,
liabilities and obligations that were incurred in the ordinary course of
business after December 31, 1998, or that would not, in the aggregate,
reasonably be expected to be material in accordance with GAAP.

     (b) As of the date hereof, except as provided in or arising pursuant to the
loan or credit agreements, notes, bonds, indentures and other agreements and
instruments listed in Schedule 3.6, or under certain of the property leases
listed in Schedule 3.8, the Renaissance Companies have no Indebtedness.

     3.7 Absence of Certain Changes. Since December 31, 1998, except as
disclosed in Schedule 3.7 and except for matters occurring after the date hereof
that are permitted by the provisions of this Agreement or consented to by Buyer
and Charter no Renaissance Company has:

     (a) made any sale, assignment, lease or other transfer of assets other than
in the ordinary course of business;

     (b) issued any note, bond or other debt security or created, incurred,
assumed or guaranteed any Indebtedness; or

     (c) made or promised any material increase in the salary or other
compensation payable or to become payable to any executive officer or other
employee of any enaissance Company other than in the ordinary course of business
or as contemplated under any employment or bonus arrangement currently in

     3.8 Franchises, Licenses, Material Contracts. Schedule 3.8 contains a list
of the Franchises (including the Franchising Authority which granted each
Franchise, the stated expiration date of each Franchise), the System to which
the Franchise applies, FCC Licenses and Material Contracts in effect on the date
hereof, each pending application for a Franchise and a list of any System or
portion thereof owned or operated by the Renaissance Company which does not
require a Franchise authorizing the installation, construction, development,
ownership or operation of the same; which list is true, correct and complete.
The Renaissance Companies possess all Franchises and FCC Licenses necessary to
operate their business as currently conducted. Without material exception, the
Renaissance Companies possess all other Licenses necessary to operate their
business as currently conducted. Holdings has delivered to Buyer true and
complete copies of all Franchises, FCC Licenses and Material Contracts as in
effect on the date hereof. The Franchises, FCC Licenses and Material Contracts
are in full force and effect (subject to expiration at the end of their current
term) and are valid, binding and enforceable