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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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or prior to the Closing Date, the consummation of the transactions contemplated
hereby or pursuant to any applicable Legal Requirement or otherwise relating to
their employment prior to the Closing Date. Any liability under WARN with regard
to any employee terminated on or prior to the Closing Date, or not hired by the
other Party on or after the Closing Date, shall, as a matter of contract between
the Parties, be the responsibility of the Party or its Affiliates by which the
employee was employed prior to the Closing Date. Each Party and its Affiliates
shall cooperate with the other Party and its Affiliates, if requested, in the
giving of WARN notices on behalf of the other.

            7.3.6 Notwithstanding anything to the contrary herein, each Party
shall:

                  (a) credit each System Employee of the other Party who is
offered on or prior to the Closing employment by such Party and becomes an
employee of such Party after the Closing Date (a "Hired Employee") the amount of
vacation time (to a maximum of four weeks) and sick time (to a maximum of 10
days) accrued by him or her as a System Employee of the transferor Party through
and including the Closing Date to the extent the transferor Party's System Value
is decreased pursuant to Section 2.2(c)(ii) of the Common Agreement in the case
of IPSE System Employees who become employees of any Charter Party or its
Affiliates and Section 2.2(c)(ii) of the Common Agreement in the case of Charter
System Employees who become employees of IPSE or its Affiliates, provided,
however, that if any Hired Employee has accrued vacation time and/or sick time
in excess of four weeks or 10 days, respectively, then the transferor Party
shall, and shall cause its appropriate Affiliate to, pay to such employee the
amount of such excess and the transferee Party shall not assume any liability or
obligation in respect of such excess;

                  (b) permit each Hired Employee to participate in such Party's
employee benefit plans to the same extent as similarly situated employees of
such Party and their dependents are permitted to participate;

                  (c) give each Hired Employee credit for such employee's past
service with the other Party and its Affiliates as of the Closing Date
(including past service with any prior owner or operator of the other Party's
Systems or Cable Business) for purposes of eligibility and vesting under such
Party's employee benefit and other plans to the same extent as other similarly
situated employees of such Party;

                  (d) not subject any Hired Employee to any waiting periods or
limitations on benefits for pre-existing conditions under such Party's employee
benefit plans, including any group health and disability plans, except to the
extent such employees were subject to such limitations under the employee
benefit plans of such other Party or any Affiliate of such other Party; and

                                           IPSE/Charter Asset Exchange Agreement


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