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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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          (iv)   the incurrence by the Issuers of the Existing Michigan
     Indebtedness and the Mercom Intercompany Loan;

          (v)    the incurrence by the Issuers of Indebtedness represented by
     the Senior Discount Notes and the incurrence by the Company Issuers of
     Indebtedness represented by the Senior Subordinated Notes in an aggregate
     principal amount of $150 million outstanding on the date of the Indenture;

          (vi)   the incurrence by the Issuers or any of their Restricted
     Subsidiaries of Indebtedness represented by Capital Lease Obligations,
     mortgage financings or purchase money obligations, in each case incurred
     for the purpose of financing all or any part of the purchase price or cost
     of construction or improvement of property, plant or equipment used in the
     business of the Issuers or such Restricted Subsidiary, in an aggregate
     principal amount, including all Indebtedness incurred to refund, refinance
     or replace Indebtedness incurred pursuant to this clause (vi), not to
     exceed $10.0 million at any time outstanding;

          (vii)  the incurrence by the Issuers or any of their Restricted
     Subsidiaries of Permitted Refinancing Indebtedness;

          (viii) the incurrence by the Issuers or any of their Restricted
     Subsidiaries of intercompany Indebtedness between or among any of the
     Issuers and any of their Restricted Subsidiaries; provided, however, that
     (i) if one of the Issuers is the obligor on such Indebtedness, such
     Indebtedness is expressly subordinated to the prior payment in full in cash
     of all Obligations with respect to the Senior Discount Notes and the
     Indenture, and (ii)(A) any subsequent event or issuance or transfer of
     Equity Interests that results in any such Indebtedness being held by a
     Person other than one of the Issuers or a Restricted Subsidiary thereof and
     (B) any sale or other transfer of any such Indebtedness to a Person that is
     not any one of the Issuers or a Restricted Subsidiary thereof shall be
     deemed, in each case, to constitute an incurrence of such Indebtedness by
     such Issuer or such Restricted Subsidiary, as the case may be, that was not
     permitted by this clause (viii);

          (ix)   the incurrence by the Issuers or any of their Restricted
     Subsidiaries of Hedging Obligations that are incurred in the ordinary
     course of business for the purpose of fixing or hedging currency, commodity
     or interest rate risk (including with respect to any floating rate
     Indebtedness that is permitted by the terms of the Indenture to be
     outstanding) in connection with the conduct of their respective businesses
     and not for speculative purposes;

          (x)    the guarantee by the Issuers of Indebtedness of any of their
     Restricted Subsidiaries so long as the incurrence of such Indebtedness by
     such Restricted Subsidiary is permitted to be incurred by another provision
     of this Section 4.9;