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SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
Entire Document
 
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by registered or certified mail, postage prepaid, upon the earlier of receipt at
or the third day after the date of mailing to:

         (a) (if to any of the Purchasers) the applicable address for notices
set forth in Schedule I, as such address may be changed from time to time by
written notice to the Company.

         (b) (if to the Company) to the Company, at 474 South Raymond Avenue,
Suite 200, Pasadena, CA 91105, Attention: Michael Menerey, or to such other
address as the Company as such from time to time in accordance with Section 7.1
shall have given written notice to the holders of the Notes; or

         (c) (if to any holder of a Note) the address of such holder as its
appears on the registration books maintained as provided in Section 3.1 (which
address, in the case of a Purchaser, shall be initially the applicable address
for notices specified in Schedule I), as such address may be changed by such
holder from time to time by written notice to the Company.

         Section 12.2. Amendment and Waiver. (a) No term, covenant agreement or
condition of this Agreement may be amended, supplemented or modified, or
compliance therewith waived (either generally or in a particular instance and
either retroactively or prospectively), except pursuant to one or more written
instruments signed by the holders of not less than 66 2/3% in aggregate unpaid
principal amount of the Notes at the time outstanding and delivered to the
Company; provided, however, that no such amendment, supplement, modification or
waiver shall, without the consent in writing of the holders of all of the Notes
at the time outstanding, subordinate or change the amount of, or extend the date
of final maturity of, the principal of any of the Notes, or change the amount
of, or the time for the making of, any prepayment of principal of any of the
Notes, or reduce or extend the time of payment of interest on any of the Notes,
or reduce the amount of any premium payable upon any prepayment or payment of
the Notes, or change the percentage of holders of Notes required to approve any
such amendment, supplement or modification or to effectuate any such waiver. Any
amendment, supplement, modification or waiver pursuant to this Section 11.2
shall apply equally to all the holders of the Notes and shall be binding upon
them, upon each future holder of any Note and upon the Company.

         (b) The Company will give prompt notice to all holders of the Notes of
the effectiveness of any amendment, supplement, modification or waiver entered
into in accordance with the provisions of this Section 12.2. Such notice shall
state the terms of



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