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SEC Filings

S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 06/22/1999
Entire Document
 
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            (2) the Company would, at the time of, and after giving effect to,
      such Restricted Investment or such designation of a Restricted Subsidiary
      as an Unrestricted Subsidiary, have been permitted to incur at least $1.00
      of additional Indebtedness pursuant to the Leverage Ratio test set forth
      in the first paragraph of Section 4.10.

      Any designation of a Subsidiary of the Company or the Guarantor as an
Unrestricted Subsidiary shall be evidenced to the Trustee by filing with the
Trustee a certified copy of the Board Resolution giving effect to such
designation and an Officers' Certificate certifying that such designation
complied with the preceding conditions and was permitted by this Section 4.08.
If, at any time, any Unrestricted Subsidiary would fail to meet the requirements
as an Unrestricted Subsidiary described in the definition of "Unrestricted
Subsidiary," it shall thereafter cease to be an Unrestricted Subsidiary for
purposes of this Indenture and any Indebtedness of such Subsidiary shall be
deemed to be incurred by a Restricted Subsidiary of the Company or the Guarantor
as of such date and, if such Indebtedness is not permitted to be incurred as of
such date under Section 4.10, the Company or the Guarantor, as the case may be,
shall be in default. The Board of Directors of the Company and the Guarantor may
at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary;
provided that such designation shall be deemed to be an incurrence of
Indebtedness by a Restricted Subsidiary of the Company or the Guarantor,
respectively, of any outstanding Indebtedness of such Unrestricted Subsidiary
and such designation shall only be permitted if (1) such Indebtedness is
permitted under the covenant described under Section 4.10 calculated on a pro
forma basis as if such designation had occurred at the beginning of the
Reference Period; and (2) no Default or Event of Default would be in existence
following such designation.

Section 4.09. Dividend and Other Payment Restrictions Affecting Subsidiaries.

      The Company and the Guarantor shall 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 or the Guarantor, as the
case may be, to:

            (1) pay dividends or make any other distributions on its Capital
      Stock to the Company or any of its Restricted Subsidiaries or to the
      Guarantor 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
      or to the Guarantor or any of its Restricted Subsidiaries;

            (2) make loans or advances to the Company or any of its Restricted
      Subsidiaries or to the Guarantor or any of its Restricted Subsidiaries; or

            (3) transfer any of its properties or assets to the Company or any
      of its Restricted Subsidiaries or to the Guarantor or any of its
      Restricted Subsidiaries.

However, the preceding restrictions shall not apply to encumbrances or
restrictions existing under or by reason of:

            (1) Existing Indebtedness as in effect on the date of this Indenture
      (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,
      refinancings, 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 this Indenture;


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