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SEC Filings

RENAISSANCE MEDIA GROUP LLC filed this Form 8-K on 03/01/1999
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          (a) Negative Covenants. The Renaissance Companies shall not do any of
     the following between the date hereof and the Closing Date:

               (1) Franchises. Fail to timely file a valid request for renewal
          in accordance with Section 626(a) of the Cable Act, or fail to use
          commercially reasonable efforts to renew on substantially the same or
          on other commercially reasonable terms any Franchise that will expire
          after the date hereof and prior to the date which is thirty (30)
          months after the Closing Date in accordance with its terms (it being
          understood that the Renaissance Companies shall not be required to
          take any steps necessary to obtain renewals of any Franchise earlier
          than such steps are required to be taken by applicable FCC
          Regulations, and obtaining renewals of any Franchise shall not be a
          condition precedent to Buyer's or Charter's obligations hereunder).

               (2) Contracts. Modify or amend in any material respect, except in
          the ordinary course of business, any Contract that shall survive the
          Closing; or enter into any new Contracts that will be binding on the
          Renaissance Companies following the Closing except: (A) agreements for
          the provision of services to customers; (B) the renewal or extension
          of any existing Contract on its existing terms, in all material
          respects, in the ordinary course of business; (C) with respect to
          utility pole attachment agreements, Contracts with terms as
          customarily required by the utility whose poles are utilized; (D)
          Contracts in connection with capital expenditures made in accordance
          with Section 6.1(b)(7); or (E) any other contracts or commitments
          entered into in the ordinary course of business that are terminable on
          not more than sixty days prior notice without the payment of any
          penalty or that do not involve post-Closing obligations in excess of
          Fifty Thousand Dollars ($50,000) in any one case or in excess of Five
          Hundred Thousand Dollars ($500,000) in the aggregate.

               (3) Disposition of Assets. Sell, assign, lease, swap or otherwise
          transfer or dispose of any of the Assets, except for Assets consumed
          or disposed of in the ordinary course of business.

               (4) Encumbrances. Create, assume or permit to exist any
          Encumbrance upon the Assets, except for Permitted Encumbrances or
          other Encumbrances disclosed in Schedule 3.9 and subject to the Legal

               (5) Indebtedness. Permit the Renaissance Companies to incur any
          additional indebtedness for borrowed money, except to the extent (if
          not repaid at or prior to the Closing) included in the computation of
          Closing Net Liabilities; provided that any such incurrence shall be in
          the ordinary course of business and the Renaissance Companies shall
          give Buyer prior notice of such borrowing;

               (6) Compensation. Increase annually recurring compensation by
          more than 5%, on average, for the Renaissance Companies' employees
          retained in connection with the conduct of the business or operation
          of the Systems, except for customary merit or time-in-grade