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NOW, THEREFORE, it is hereby agreed as follows: <br />1. No Admission Of Liability Or Fault. This Agreement shall not constitute <br />an admission of fault, wrongdoing or liability of any kind and is made for the purpose of <br />resolving the dispute between Prime and the County in an amicable fashion on the <br />terms and conditions set forth in this Agreement. <br />2. Pa ent L3y Prime. Prime agrees to pay and the County agrees to accept <br />in full settlement of all outstanding amounts due the County as compensation from <br />Prime under the Franchise for any period prior to January 1, 1992, the sum of FIFTY <br />THOUSAND AND N01100 DOLLARS ($50,000.00) as additional franchise fees for <br />such period. <br />3. Future Franchise Fees. Prime hereby agrees to pay franchise fees at the <br />annual rate of FIVE PERCENT (5 %) of gross revenues for the period January 1, 1992 <br />until the effective date of the transfer of the Franchise to ATC. ATC has represented <br />to Prime and to the County that it will agree to pay franchise fees at the rate of FIVE <br />PERCENT (5 %) when it assumes the obligations of the franchise. <br />4. Mutual Release Of Claims. <br />(a) Release By Counly. The County, for itself, its successors, and <br />assigns, does hereby forever discharge and release Prime, its partners, members, <br />stockholders, trustees, officers, directors, representatives, employees, agents, <br />heirs, successors, and assigns, from any and all claims, lawsuits, liabilities, <br />demands, actions, or causes of action of any kind or character whatsoever, <br />whether at law or equity, whether known or unknown, which the County had, <br />may have ever had, now have or may now have arising out of or on account of <br />the payment or nonpayment of franchise fees arising out of the cable television <br />2 <br />