EXHIBIT 10.28
ENSTAR CABLE OF CUMBERLAND VALLEY
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AMENDMENT NO. 3 TO LOAN AGREEMENT
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Reference is hereby made to that certain Enstar Cable of Cumberland Valley
Loan Agreement dated as of September 30, 1997, between the parties hereto,
("Loan Agreement"). Capitalized terms used herein and not otherwise defined
herein shall have the respective meanings ascribed thereto in the Loan
Agreement.
The parties hereto desire to amend Section 2.1.1 of the Loan Agreement to
change the "Maximum Amount of Credit" under and as defined thereunder.
Accordingly, the parties agree as follows:
1. Section 2.1.1 of the Loan Agreement is hereby amended by changing the
amount therein set forth as the Maximum Amount of Credit to $1,000,000.
2. General. The Loan Agreement as amended hereby is hereby confirmed as
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being in full force and effect.
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Page 1 of 3
IN WITNESS WHEREOF, each of the undersigned has caused this Amendment No. 3
to Loan Agreement to be signed by its duly authorized officer and/or partner as
of this 10th day of April, 2000.
ENSTAR CABLE OF CUMBERLAND VALLEY.,
a Georgia limited partnership
By: ENSTAR COMMUNICATIONS
CORPORATION,
its general partner
By:/s/ Eloise A. Engman
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Eloise A. Engman
Title: Vice President
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ENSTAR CABLE OF CUMBERLAND VALLEY,
a Georgia general partnership
By: ENSTAR COMMUNICATIONS
CORPORATION,
a General Partner
By:/s/ Eloise A. Engman
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Eloise A. Engman
Title: Vice President
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By: ENSTAR INCOME/GROWTH PROGRAM
FIVE-A, L.P., a Georgia limited
partnership, a General Partner
By: ENSTAR COMMUNICATIONS
CORPORATION,
its general partner
By:/s/ Eloise A. Engman
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Eloise A. Engman
Title: Vice President
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By: ENSTAR INCOME/GROWTH PROGRAM
FIVE-B, L.P., a Georgia limited
partnership, a General Partner
By: ENSTAR COMMUNICATIONS
CORPORATION,
its general partner
By:/s/ Eloise A. Engman
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Eloise A. Engman
Title: Vice President
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The foregoing is hereby accepted:
ENSTAR FINANCE COMPANY, LLC
By: ENSTAR COMMUNICATIONS CORPORATION,
its Manager
By:/s/ Eloise A. Engman
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Eloise A. Engman
Title: Vice President
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Consent
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In accordance with the provisions of Section 7.18 of that certain Credit
Agreement dated as of September 30, 1997, as amended by the First Amendment to
Credit Agreement dated as of November 12, 1999, the undersigned hereby consents
to Amendment No. 2 to Loan Agreement dated as of April 10, 2000 between Enstar
Finance Company, LLC and Enstar Cable of Cumberland Valley. Said Amendment No. 3
is attached hereto as Exhibit A.
PARIBAS
By:/s/ Darlynn Ernst Kitcher /s/ Thomas G. Brandt
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Darlynn Ernst Kitcher Thomas G. Brandt
Title: Vice President Managing Director
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