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SEC Filings

S-4
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4 on 04/30/1999
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merger or otherwise, in each case involving such Restricted Subsidiary, which
Indebtedness or preferred stock is issued to the seller or sellers of such stock
or assets; provided that such Restricted Subsidiary is not obligated to register
such Indebtedness or preferred stock under the Securities Act or obligated to
provide information pursuant to Rule 144A under the Securities Act.
 
LIENS
 
     The Company will not, directly or indirectly, create, incur, assume or
suffer to exist any Lien of any kind securing Indebtedness, Attributable Debt or
trade payables on any asset now owned or hereafter acquired, except Permitted
Liens.
 
DIVIDEND AND OTHER PAYMENT RESTRICTIONS AFFECTING SUBSIDIARIES
 
     The Company will not, directly or indirectly, create or permit to exist or
become effective any encumbrance or restriction on the ability of any Restricted
Subsidiary of the Company, to:
 
          (1) pay dividends or make any other distributions on its Capital Stock
     to the Company or any of its Restricted Subsidiaries, or with respect to
     any other interest or participation in, or measured by, its profits, or pay
     any indebtedness owed to the Company or any of its Restricted Subsidiaries;
 
          (2) make loans or advances to the Company or any of its Restricted
     Subsidiaries or any of its Restricted Subsidiaries; or
 
          (3) transfer any of its properties or assets to the Company or any of
     its Restricted Subsidiaries.
 
     However, the preceding restrictions will not apply to encumbrances or
restrictions existing under or by reason of:
 
          (1) Existing Indebtedness as in effect on the date of the Indentures
     (including, without limitation, the Credit Facilities) and any amendments,
     modifications, restatements, renewals, increases, supplements, refundings,
     replacements or refinancings thereof; provided that such amendments,
     modifications, restatements, renewals, increases, supplements, refundings,
     replacements or refinancings are no more restrictive, taken as a whole,
     with respect to such dividend and other payment restrictions than those
     contained in such Existing Indebtedness, as in effect on the date of the
     Indentures;
 
          (2) the Indentures and the Notes;
 
          (3) applicable law;
 
          (4) any instrument governing Indebtedness or Capital Stock of a Person
     acquired by the Company or any of its Restricted Subsidiaries as in effect
     at the time of such acquisition (except to the extent such Indebtedness was
     incurred in connection with or in contemplation of such acquisition), which
     encumbrance or restriction is not applicable to any Person, or the
     properties or assets of any Person, other than the Person, or the property
     or assets of the Person, so acquired; provided that, in the case of
     Indebtedness, such Indebtedness was permitted by the terms of the
     Indentures to be incurred;
 
          (5) customary non-assignment provisions in leases entered into in the
     ordinary course of business and consistent with past practices;
 
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