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SCHEDULE 4.3 <br />Absence ofC B'eC Amoments,C •• is <br />CONFLICTING AGREEMENTS: <br />1. The Pledge Agreement relating to the Credit Agreement prohibits FHGI from <br />transferring the Purchased Interests in the Falcon Companies held by it unless the <br />Buyer agrees to pledge such interests on the same basis as currently Pledged. <br />2. Consummation of die Sale of the Purchased Interests and the Contributed Interest will <br />result in an Event of Default under the Fnstar Credit Agteemetd. <br />CONSENTS: <br />I. Conant of Bank of America National Trutt and Savings Association ("BoW) under <br />that certain Pledge Agreement, dated as of September 30, 1997, by and betwcen Falcon <br />Holding Group, L.P. and Bo[A is required for FHGLP to transfer its 20Y membership <br />interest in Enstar Finance Company, LLC. <br />2. Consent of BofA under that certain Pledge Agro mmt, dared . of September 30, 1997, <br />by and between Falcon Cablevision (assumed by FHGLP per October S. 1998 <br />amendment) and Hof A is required for FHGLP to transfer its interest in Enstar. <br />3. Adlink members must consent to DHN's transfer of its interest in Adliok. <br />SCHEDULE 43 — Page 1 <br />