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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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            (f) Liens securing Indebtedness of Holdings, the Borrower or any of
      its Subsidiaries incurred pursuant to Section 7.2(e) to finance the
      acquisition of fixed or capital assets, provided that (i) such Liens shall
      be created substantially simultaneously with the acquisition of such fixed
      or capital assets, (ii) such Liens do not at any time encumber any
      property other than the property financed by such Indebtedness and (iii)
      the amount of Indebtedness secured thereby is not increased;

            (g) Liens created pursuant to the Guarantee and Collateral Agreement
      securing obligations of the Loan Parties under (i) the Loan Documents,
      (ii) Hedge Agreements provided by any Lender or any Affiliate of any
      Lender and (iii) letters of credit issued pursuant to Section 7.2(i) by
      any Lender or any Affiliate of any Lender;

            (h) any landlord's Lien or other interest or title of a lessor under
      any lease or a licensor under a license entered into by Holdings, the
      Borrower or any of its Subsidiaries in the ordinary course of its business
      and covering only the assets so leased or licensed;

            (i) Liens on the Mirror Note (as defined in the Senior Note
      Indenture) securing the Senior Notes;

            (j) Liens created under Pole Agreements on cables and other property
      affixed to transmission poles or contained in underground conduits;

            (k) Liens of or restrictions on the transfer of assets imposed by
      any franchisors, utilities or other regulatory bodies or any federal,
      state or local statute, regulation or ordinance, in each case arising in
      the ordinary course of business in connection with franchise agreements or
      Pole Agreements;

            (l) Liens arising from judgments or decrees not constituting an
      Event of Default under Section 8(h); and

            (m) Liens not otherwise permitted by this Section so long as neither
      (i) the aggregate outstanding principal amount of the obligations secured
      thereby nor (ii) the aggregate fair market value (determined as of the
      date such Lien is incurred) of the assets subject thereto exceeds (as to
      Holdings, the Borrower and all Subsidiaries), when added to the aggregate
      outstanding amount of Attributable Debt, $20,000,000 at any one time.

            7.4 Fundamental Changes. Enter into any merger, consolidation or
amalgamation, or liquidate, wind up or dissolve itself (or suffer any
liquidation or dissolution), or Dispose of all or substantially all of its
property or business, except that:

            (a) any Subsidiary of the Borrower may be merged or consolidated
      with or into any Wholly Owned Subsidiary Guarantor (provided that the
      Wholly Owned Subsidiary Guarantor shall be the continuing or surviving
      entity);

            (b) any Subsidiary of the Borrower that is a holding company with no
      operations may be merged or consolidated with or into the Borrower
      (provided that the Borrower shall be the continuing or surviving entity);

            (c) any Subsidiary of the Borrower may Dispose of any or all of its
      assets (upon voluntary liquidation or otherwise) to any Wholly Owned
      Subsidiary Guarantor;