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SEC Filings

424B3
CHARTER COMMUNICATIONS HOLDINGS CAPITAL CORP filed this Form 424B3 on 09/01/1999
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     Under the agreement, Mr. Babcock is entitled to participate in any
disability insurance, pension or other benefit plan afforded to employees
generally or executives of Charter Investment. Mr. Babcock is also granted
personal use of Charter Investment's airplane. Charter Investment agrees to
grant options to Mr. Babcock to purchase its stock as determined by the board of
directors in its discretion, pursuant to an option plan to be adopted by Charter
Investment.
 
     Charter Investment agrees to indemnify and hold harmless Mr. Babcock to the
maximum extent permitted by law from and against any claims, damages,
liabilities, losses, costs or expenses in connection with or arising out of the
performance by Mr. Babcock of his duties.
 
     In the event of the termination of the agreement by Charter Investment
without cause or by Mr. Babcock for good reason, (a) Charter Investment will pay
to Mr. Babcock an amount equal to the aggregate base salary due to Mr. Babcock
for the remainder of the term of the agreement and (b) vested options, if any,
of Mr. Babcock, will be redeemed for cash for the amount of the spread. Unvested
options will be treated as set forth in the option plan to be adopted as
discussed above.
 
     Howard L. Wood.  Effective as of December 23, 1998, Howard L. Wood entered
into an employment agreement with Paul G. Allen for a one-year term with
automatic one-year renewals. The employment agreement was assigned from Mr.
Allen to Charter Investment as of December 23, 1998. Under this agreement, Mr.
Wood agrees to be employed as an officer of Charter Investment. During the
initial term of the agreement, Mr. Wood will receive a base salary of $312,500,
or such higher rate as may be determined by the Chief Executive Officer in his
discretion. In addition, Mr. Wood will be eligible to receive an annual bonus to
be determined by the board of directors in its discretion. Mr. Wood received a
one time payment as part of his employment agreement of $250,000. Under the
agreement, Mr. Wood is entitled to participate in any disability insurance,
pension or other benefit plan afforded to employees generally or executives of
Charter Investment. Mr. Wood is also granted personal use of Charter
Investment's airplane.
 
     Charter Investment agrees to indemnify and hold harmless Mr. Wood to the
maximum extent permitted by law from and against any claims, damages,
liabilities, losses, costs or expenses in connection with or arising out of the
performance by Mr. Wood of his duties.
 
     In the event of the termination of the agreement by Charter Investment
without cause or by Mr. Wood for good reason, Charter Investment will pay to Mr.
Wood an amount equal to the aggregate base salary due to Mr. Wood for the
remainder of the term of the agreement.
 
INSURANCE
 
     We receive insurance and workers' compensation coverage through Charter
Investment. Charter Investment's insurance policies provide coverage for Charter
Investment and its
 
     - subsidiaries, and associated, affiliated and inter-related companies,
 
     - majority (51% or more) owned partnerships and joint ventures,
 
     - interest in (or its subsidiaries' interest in) any other partnerships,
       joint ventures or limited liability companies,
 
     - interest in (or its subsidiaries' interest in) any company or
       organization coming under its active management or control, and
 
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