Common use of Rate Regulation Clause in Contracts

Rate Regulation. Each of the Borrower and its Subsidiaries have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation Act"). Based upon such review and completion by the Borrower and its -------------- Subsidiaries of all applicable worksheets contemplated by the Rate Regulation Rules for each CATV System to be owned by the Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing Date): (i) except as set forth in Schedule V hereto, to the knowledge of the Borrower, none of such CATV Systems is subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V hereto, no franchising authority has notified the Borrower or any of its Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V hereto, no franchising authority has notified the Borrower or any of its Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) except as set forth in Schedule V hereto, there have been no cable programming rate complaints filed with the FCC; and (v) no reduction of rates or refunds to subscribers is required as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower and its Subsidiaries.

Rate Regulation. Each of the Borrower Borrowers and its their Subsidiaries have each --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate ---- Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable ---------------- Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation --------------- Act"). Based upon such review and completion by the Borrower Borrowers and its -------------- their --- Subsidiaries of all applicable worksheets contemplated by the Rate Regulation Rules for each CATV System to be owned by the Borrower Borrowers and its their Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing Effective Date): (i) except as set forth in Schedule V IV hereto, to the knowledge of the BorrowerBorrowers, none of such CATV Systems is subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V IV hereto, no franchising authority has notified the any Borrower or any of its Subsidiaries or any Spring 1997 Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V IV hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Spring 1997 Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) except as set forth in Schedule V hereto, there have been no cable programming rate complaints filed with the FCC; and (viv) no reduction of rates or refunds to subscribers is required as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower Borrowers and its their Subsidiaries.

Rate Regulation. Each of the Borrower Company and its Subsidiaries have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable Television Consumer Protection and Competition Act of 1992 as amended by the Telecommunications Act of 1996 (as so amended, the "Rate ---- Regulation Act"). Based upon such review and completion by the Borrower Company and its -------------- Subsidiaries of all applicable worksheets contemplated by the Rate Regulation Rules for each CATV System to be owned by the Borrower Company and its Subsidiaries on the date hereof (after giving effect to or, for the transactions contemplated hereunder to occur CATV Systems acquired in any Scheduled Acquisition or Subsequent Acquisition on the date of such Scheduled Acquisition or before the Closing DateSubsequent Acquisition): (i) except as set forth in Schedule V hereto, to the knowledge of the Borrower, none of such CATV Systems is (or, after giving effect to such Acquisition will be) subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Company or any of its Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Company or any of its Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(276.910(e)(2) of the Rate Regulation Rules; (iv) except as set forth to the extent that a franchising authority or the FCC regulates rates pursuant to the Rate Regulation Rules, such CATV Systems may continue to charge their current rates in Schedule V hereto, there have been no cable programming rate complaints filed compliance with the FCC; andRate Regulation Act and the Rate Regulation Rules; (v) such CATV Systems are otherwise in material compliance with the Rate Regulation Act and the Rate Regulation Rules applicable to them; (vi) no reduction of rates or refunds to subscribers is required thereunder as of the date hereof; and (vii) except as set forth on Schedule VI hereto on the date hereof under (or on the Rate Regulation Act and the Rate Regulation Rules applicable date of any such supplement to the such Schedule pursuant to Section 8.05(b)(iv)(J) hereof), such CATV Systems are not subject to any complaint at the FCC by any franchising authority concerning rates for cable programming services, and neither the Company nor any of its Subsidiaries is aware of any threat of or basis for the Borrower and its Subsidiariesfiling of any such complaint.

Rate Regulation. Each of the Borrower Borrowers and its their Subsidiaries have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate ---- Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable ---------------- Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation --------------- Act"). Based upon such review and completion by the Borrower Borrowers and its -------------- their Subsidiaries of all applicable worksheets contemplated by with --- respect to the Rate Regulation Rules for each CATV System Systems owned and to be owned by the Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing Date): (i) except as set forth in Schedule V VI hereto, to the knowledge of the BorrowerBorrowers, none of such CATV Systems is subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) to the knowledge of the Borrowers and except as set forth in Schedule V VI hereto, there have been are no pending cable service programming rate complaints filed with the FCC; and (v) no reduction of rates or refunds to subscribers is required by an outstanding order of the FCC or any local franchising authority as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower Borrowers and its their Subsidiaries.

Rate Regulation. Each of the Borrower Borrowers and its their Subsidiaries --------------- have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation Act"). Based upon such review and completion by the Borrower Borrowers and its their Subsidiaries -------------- Subsidiaries of all applicable worksheets contemplated by with respect to the Rate Regulation Rules for each CATV System Systems owned and to be owned by the Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing Date): (i) except as set forth in Schedule V VI hereto, to the knowledge of the BorrowerBorrowers, none of such CATV Systems is subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V VI hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) to the knowledge of the Borrowers and except as set forth in Schedule V VI hereto, there have been are no pending cable service programming rate complaints filed with the FCC; and (v) no reduction of rates or refunds to subscribers is required by an outstanding order of the FCC or any local franchising authority as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower Borrowers and its their Subsidiaries.

Rate Regulation. Each of the Borrower Borrowers and its their Subsidiaries --------------- have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation Act"). Based upon such review and completion by the Borrower Borrowers and its their -------------- Subsidiaries of all applicable worksheets contemplated by the Rate Regulation Rules for each CATV System to be owned by the Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing Date):Subsidiaries: (i) except as set forth in Schedule V hereto, to none the knowledge CATV Systems of the Borrower, none of such CATV Systems Borrowers is subject to effective competition as of the date hereof; (ii) except as set forth in Schedule V hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V hereto, no franchising authority has notified the Borrower Borrowers or any of its their Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) to the knowledge of the Borrowers and except as set forth in Schedule V hereto, there have been are no pending cable service programming rate complaints filed with the FCC; and (v) no reduction of rates or refunds to subscribers is required by an outstanding order of the FCC or any local franchising authority as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower Borrowers and its their Subsidiaries.

Rate Regulation. Each The Borrower and (to the best of the Borrower and its Subsidiaries knowledge of the Borrower) Cable One have --------------- each reviewed and evaluated in detail the FCC rules currently in effect (the "Rate 65 Regulation Rules") implementing the rate regulation provisions of the --------------------- Cable Television Consumer Protection and Competition Act of 1992 (the "Rate ---- Regulation Act"). Based upon such review and review, completion by the Borrower and its -------------- Subsidiaries (to the best knowledge of the Borrower) Cable One of all applicable worksheets contemplated by the Rate Regulation Rules for each CATV System owned by the Borrower (or, after giving effect to the Cable One Acquisition, to be owned by the Borrower and its Subsidiaries (after giving effect to the transactions contemplated hereunder to occur on or before the Closing DateBorrower): (i) except as set forth in Schedule V hereto, to the knowledge of the Borrower, none of such CATV Systems is are subject to effective competition as of the date hereofhereof other than as set forth on Schedule 3.22; (ii) except as set forth in Schedule V 3.22 hereto, no franchising authority has notified the Borrower or any of its Subsidiaries or any Seller of its application to be certified to regulate rates as provided in Section 76.910 of the Rate Regulation Rules; (iii) except as set forth in Schedule V 3.22 hereto, no franchising authority has notified the Borrower or any of its Subsidiaries or any Seller that it has been certified and has adopted regulations required to commence regulation as provided in Section 76.910(c)(2) of the Rate Regulation Rules; (iv) except as set forth to the extent that a franchising authority regulates rates pursuant to the Rate Regulation Rules, such CATV Systems may continue to charge their current rates in Schedule V hereto, there have been no cable programming rate complaints filed compliance with the FCCRate Regulation Act and the Rate Regulation Rules; (v) such CATV Systems are otherwise in material compliance with the Rate Regulation Act and the Rate Regulation Rules applicable to them; and (vvi) no reduction of rates or refunds to subscribers is required thereunder as of the date hereof under the Rate Regulation Act and the Rate Regulation Rules applicable to the CATV Systems of the Borrower and its Subsidiarieshereof.