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SEC Filings

S-4/A
AVALON CABLE OF MICHIGAN INC/ filed this Form S-4/A on 05/28/1999
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          "Capital Value" for each Class A Unit means the amount of the Capital
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contribution paid to the Company in consideration for the issuance of such Class
A Unit.  Each Class A Unit issued at the First Closing pursuant to the
Securities Purchase Agreement will have a Capital Value of $1,000.

          "Class A Manager" has the meaning set forth in Section 3.2(a).
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          "Class A Observer" has the meaning set forth in Section 3.2(b).
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          "Class A Unit" means a Unit representing a fractional part of the
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membership interests of the Company and having the rights and obligations
specified with respect to a Class A Unit in this Agreement which shall be
limited to the 45,000 Units issued to Avalon Investors on the First Closing
Date, and any other Class A Units that may be issued to Avalon Investors
pursuant to Section 7 of the Members Agreement.

          "Class B Unit" means a Unit representing a fractional part of the
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membership interests of the Company and having the rights and obligations
specified with respect to a Class B Unit in this Agreement.

          "Class B-1 Unit" means a Class B Unit of the subclass to be issued to
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Avalon Cable New England, Inc.

          "Class B-2 Unit" means a Class B Unit of the subclass to be issued to
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Avalon Cable Michigan.

          "Code" means the United States Internal Revenue Code of 1986, as
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amended and effective as of the date of this Agreement.  Such term will be
deemed to include any future amendments to such statutes and any corresponding
provisions of succeeding statutes which are mandatory.  Such term will also be
deemed to include any future amendments or succeeding statutes which call for an
election by the Company as to the application of the amendment or succeeding
statutes to the Company if the Tax Matters Partner so elects, to the extent that
the Tax Matters Partner determines that any such amendments and succeeding
statutes do not materially and adversely affect the economic interests of the
Unitholders.

          "Company" means the Delaware limited liability company formed and
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governed pursuant to this Agreement.

          "Company Indebtedness" has the meaning set forth in Section 4.7.
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          "Distribution" means each distribution made by the Company to a
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Unitholder, whether in cash, securities of the Company or other property and
whether by liquidating distribution, redemption, repurchase or otherwise;
provided, that none of the following will be a Distribution: (i)  any Special
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Distribution; (ii) any recapitalization or exchange of securities of the
Company; (iii) any

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