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<br />. <br /> <br />. <br /> <br />. <br /> <br />Court for the District of Minnesota, Case No. 4-88 Civil <br />1115. <br />7. In addition to the disputes between JONES, on the <br />one hand, and the COMMISSION and the CITIES, on the other, <br />relating to the replacement of USA with TNT, other issues <br />and disputes concerning the franchise agreements have arisen <br />between the parties. <br />8. As a result of settlement discussions and <br />negotiations in which all parties were represented by <br />counsel, all parties to the litigation and to this Agreement <br />have agreed, and desire, to settle and compromise all <br />outstanding disputes between the parties. To effect this <br />Agreement, the parties have agreed to dismiss the pending <br />litigation, and to effect certain changes in the franchise <br />agreements and ordinances between JONES and Cable T.V. Fund <br />14-A, Ltd., on the one hand, and the CITIES, on the other. <br />AGREEMENT <br />In consideration for the mutual promises and agreements <br />set forth herein and the Exhibits to this Agreement, it is <br />hereby agreed by and between the parties hereto as follows: <br />1. The COMMISSION and CITIES acknowledge that there <br />were certain errors and omissions in the previous action <br />taken by the COMMISSION denying JONES' request to delete the <br />USA service and to replace it with TNT. The COMMISSION, as <br />agent for the CITIES, agrees to rescind its Findings of Fact <br />and Conclusions dated January 20, 1989. <br /> <br />- 3 - <br />