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SEC Filings

S-4/A
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form S-4/A on 06/22/1999
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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;

            (2) this Indenture, the Notes and the Other 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 or to
      the Guarantor 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
      Indenture to be incurred;

            (5) customary non-assignment provisions in leases entered into in
      the ordinary course of business and consistent with past practices;

            (6) purchase money obligations for property acquired in the ordinary
      course of business that impose restrictions on the property so acquired of
      the nature described in clause (3) of the preceding paragraph;


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