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SEC Filings

SC 13D
ALLEN PAUL G filed this Form SC 13D on 11/22/1999
Entire Document
 
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Put Option immediately following such effectiveness. Any Replacement Securities
that become subject to the Put Option pursuant to this Section 5.2 shall
constitute "CCI Stock" for purposes of this Agreement.

               5.3 In the event of any proposed Business Combination pursuant to
which the outstanding CCI Stock will be converted into a right to receive
consideration other than securities of CCI or Replacement Securities, (i) Allen
will provide notice thereof to the Holder at least ten (10) days prior to
consummation of such Business Combination and (ii) the Put Option will expire
two days prior to such consummation except with respect to any CCI Stock that is
specified in a notice delivered by the Holder pursuant to Section 2 prior to
such date. If the Holder delivers a notice pursuant to Section 2 after its
receipt of a notice from Allen pursuant to this Section 5.3, the purchase and
sale of any of the CCI Stock specified in the Holder's notice may be conditioned
at the Holder's option on the consummation of the Business Combination described
in Allen's notice pursuant to this Section 5.3.

        6. Representations of Allen. Allen represents and warrants to the Holder
and each Permitted Transferee that on the date hereof and at all times hereafter
through the Closing: (a) Allen has full power and authority to execute and
deliver this Agreement and consummate the transactions contemplated hereby; (b)
this Agreement constitutes the legal, valid and binding obligation of Allen,
enforceable against Allen in accordance with its terms; (c) his execution and
delivery of this Agreement does not, and his performance of his obligations
under this Agreement will not, violate, conflict with or constitute a breach of,
or a default under, any material agreement, indenture or instrument to which he
is a party or which is binding on him, and will not result in the creation of
any lien on, or security interest in, any of his assets (other than such
violations, breaches, defaults, liens or security interests that would not
materially and adversely affect his ability to perform his obligations under
this Agreement); and (d) his Net Worth is and will be greater than $4 billion.
At the request of R&A Management, LLC, a Colorado limited liability company
("R&A"), made (on behalf of Holder together with all other holders receiving put
agreements in connection with the transactions under the Purchase Agreements) no
more frequently than once every 180 days, Allen will within 10 days of such
request deliver to R&A a certificate signed by him or his attorney-in-fact as to
the representation and warranty in clause (d) being true and correct at such
time. "Net Worth" means the excess of the fair market value of Allen's assets
over the aggregate amount of Allen's liabilities.

        7. Termination of Put Option.

               7.1 The Put Option shall terminate on the earliest of the
following dates, except with respect to any CCI Stock that is specified in a
notice delivered by the Holder pursuant to Section 2 prior to such earliest
date:

                      (a) the later of (x) thirty days after the Lockup
Termination Date, or (y) the second anniversary of the date of this Agreement;

                      (b) the date specified in Section 5.3; and

                      (c) the later of (x) thirty days after the Lockup
Termination Date, or (y) the first date on which both of the following
conditions are satisfied:


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