Chapter 1. Cable Television Franchise Agreement Between City Of Minneapolis, Minnesota And Comcast Of Arkansas/Florida/Louisiana/Minnesota/Mississippi/Tennessee, Inc


Section 1. Scope Of Franchise
Section 2. State Mandated Franchise Terms
Section 3. Customer Service Standards
Section 4. Compensation And Auditing
Section 5. Enforcement And Penalties
Section 6. Miscellaneous Provisions

CHAPTER 1. CABLE TELEVISION FRANCHISE AGREEMENT BETWEEN CITY OF MINNEAPOLIS, MINNESOTA AND COMCAST OF ARKANSAS/FLORIDA/LOUISIANA/
MINNESOTA/MISSISSIPPI/TENNESSEE, INC.

THIS CABLE FRANCHISE AGREEMENT (the "Franchise Agreement") is entered into by and between the City of Minneapolis, Minnesota ("City"), a municipal corporation, and Comcast of Arkansas/Florida/Louisiana/Minnesota/Mississippi/Tennessee, Inc. a wholly owned subsidiary of Comcast Corporation (hereinafter, "Grantee").

Whereas, Grantee operates a cable communications system in Minneapolis under a franchise with the City of Minneapolis ("City"), the terms of which are set forth in Appendix H, Chapters 1 and 2 of the City Code (the "Franchise Agreement"), as amended; and

Whereas, Grantee's Franchise Agreement expired on November 30, 2004; and

Whereas, the Franchise Agreement was extended until November 30, 2005; and

Whereas, as part of a Settlement Agreement dated July 24, 2006 (the "Settlement Agreement"), the parties agreed to extend the Franchise Agreement through December 31, 2006 and then again through December 31, 2007; and

Whereas, Section 626 of the Cable Communications Policy Act of 1984, as amended, 47 U.S.C. § 546, establishes formal and informal procedures applicable to the renewal of a cable television franchise; and

Whereas, the City has been engaged in the informal franchise renewal process with Grantee, as authorized by 47 U.S.C. § 546(h); and

Whereas, on July 24, 2006, the City and Grantee resolved all past cable franchise compliance issues in a Settlement Agreement. See City Pet. 271337; and

Whereas, the Settlement Agreement contains certain cable franchise deal points the parties agreed to include in a renewed cable franchise and certain considerations outside of a renewed cable franchise; and

Whereas, the Grantee's technical ability, financial condition, and legal qualifications were considered and approved by the City in a full public proceeding that afforded reasonable notice and a reasonable opportunity to be heard. See City Resolution 2006R-371; and

Whereas, the City and Grantee have negotiated in good faith to incorporate the renewal franchise deal points set forth in the Settlement Agreement into a renewal franchise and to meet the remaining identified needs and interests of the community while taking into account the cost of meeting such needs and interests; and

Whereas, the parties desire to renew the Franchise Agreement on the terms and conditions contained herein.

Now, Therefore, in consideration of the City's grant of a new franchise to Grantee; Grantee's promise to provide Cable Service to residents of the City pursuant to and consistent with the City Code; the terms and conditions set forth herein, the promises and undertakings herein, and other good and valuable consideration, the receipt and the adequacy of which is hereby acknowledged.

THE SIGNATORIES DO HEREBY AGREE AS FOLLOWS: