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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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Charter Party's Systems Franchises will be deemed to refer to the Charter
Systems Franchises included among such Charter Party's Assets.

      1.19 Charter Systems Licenses. The intangible cable television channel
distribution rights, cable television relay service (CARS), business radio and
other licenses, earth station registrations, authorizations, consents or permits
issued by the FCC or any other Governmental Authority included among the Charter
Assets and described on Schedule 1.19 (other than the Charter Systems Franchises
and Charter Systems Contracts) and all rights and benefits of the Charter
Parties and their Affiliates pertaining thereto. Reference to any Charter
Party's Systems Licenses will be deemed to refer to the Charter Systems Licenses
included among such Charter Party's Assets.

      1.20 Charter Tangible Personal Property. All tangible personal property
included among the Charter Assets, including towers (other than towers on
Charter Owned Property which are fixtures thereon and a part thereof), tower
equipment, aboveground and underground cable, distribution systems, headend
amplifiers, line amplifiers, microwave equipment, converters, testing equipment,
motor vehicles, office equipment, computers and billing equipment, furniture,
fixtures, supplies, inventory and other physical assets, the principal items of
which are identified and described on Schedule 1.20. Reference to any Charter
Party's Tangible Personal Property will be deemed to refer to the Charter
Tangible Personal Property included among such Charter Party's Assets.

      1.21 Charter's Cable Businesses. The cable television businesses and other
revenue-generating businesses and operations relating to the Charter Systems
conducted by the Charter Parties and their Affiliates through the Charter
Systems. Reference to any Charter Party's Cable Business will be deemed to refer
to the Charter's Cable Business operated by such Charter Party.

      1.22 Closing. The closing of the exchange transactions contemplated by
this Agreement.

      1.23 Closing Time. 11:59 p.m., Eastern time, on the Closing Date.

      1.24 Communications Act. The Communications Act of 1934, as amended, and
the FCC rules and regulations promulgated thereunder.

      1.25 Contract. Any contract, mortgage, deed of trust, bond, indenture,
lease, license, note, franchise, certificate, option, warrant, right or other
instrument, document, obligation or agreement, whether written or oral.

                                           IPSE/Charter Asset Exchange Agreement


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