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                                                                       EXHIBIT 3

                                                             ENGLISH TRANSLATION

                                    AGREEMENT

EMPRESA DE INFOVIAS S/A, with principal place of business at Av. Alvares Cabral,
No. 1741, 12th floor, Bairro Santo Agostinho, in Belo Horizonte, Minas Gerais,
CEP 30.170-001, Corporate Taxpayer No. 02.983.428/0001-27, Company Registration
No. 3130001352-9, represented herein by its executive officers MARCELO PEDREIRA
DE OLIVEIRA, Brazilian, married, an economist, resident and domiciled at Rua
Alvarenga Peixoto, No. 711, Apt. 1503, Bairro Lourdes, in Belo Horizonte, Minas
Gerais, CEP 30.170-132, holder of Identity Card No. 06.359.970-8, issued by the
IFP/RJ and Taxpayer Identification Number 003.623.457-59, and FERNANDO ALVES
PIMENTA, Brazilian, married, a journalist, resident and domiciled at Rua Vicente
Guimaraes, No. 35, Apt. 701, Bairro Belvedere, in Belo Horizonte, Minas Gerais,
CEP 30.320-640, holder of Identity Card No. M-86442, issued by the SSP/MG and
Taxpayer Identification Number 124.458.006-68, (hereinafter "INFOVIAS"); and

CLUBE DE INVESTIMENTO DOS EMPREGADOS DA CEMIG-CLIC, with principal place of
business at Av. Barbacena, 1200, 19th floor, in Belo Horizonte, MG, Corporate
Taxpayer No. 01.776.200/0001-01, registered under No. 81.422, in Book K-14, at
the Registry of Deeds and Documents, 2nd Office, in Belo Horizonte, MG,
appearing herein through its legal representatives LAURO SERGIO VASCONCELOS
DAVID, Brazilian, married, a business administrator, resident and domiciled at
Rua Cruz Alta, No. 107, Apt. No. 302, Bairro Joao Pinheiro, CEP 30.530-150, in
Belo Horizonte, MG, holder of Identity Card No. M-3.373.627, issued by the
SSP/MG and Taxpayer Identification Number 603.695.316-04, and LUIZ HENRIQUE DE
CASTRO CARVALHO, Brazilian, married, an electrical engineer, resident and
domiciled at Rua Pitangueiras, 261, Retiro Das Pedras, CEP 35.460-000, in
Brumadinho, MG, holder of Identity Card No. M-1.115.516, issued by the SSP/MG
and Taxpayer Identification Number 315.051.986-15 (hereinafter "CLIC");

hereinafter individually "Party" and, together, "Parties";

in their capacity as shareholders in the share company known as WAY TV BELO
HORIZONTE S/A, a private legal entity with principal place of business at Av.
Alvares Cabral, No. 1741, Suite 1201, Bairro Santo Agostinho, in Belo Horizonte,
Minas Gerais, CEP 30.170-001, established by a document filed with the
Commercial Registry for the State of Minas Gerais on April 23, 2001, under No.
3130001577-7, Corporate Taxpayer No.04.603.960/0001-05 (hereinafter the
"COMPANY"),

WHEREAS INFOVIAS has waived in favor of CLIC its preemptive right to the
subscription of shares issued in accordance with the increase in capital
resolved at the Special General Meeting held on June 17, 2002;

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WHEREAS INFOVIAS and CLIC together hold 51% (fifty-one per cent) of the capital
of the COMPANY and, being desirous of establishing their respective rights,
obligations, and responsibilities in relation to the COMPANY, as well as the
general principles to be adopted in the conduct of company business, have
decided to execute this Agreement, hereinafter the "AGREEMENT," to be governed
by the following clauses and conditions:

FIRST CLAUSE - OBJECT

1.1  The object of this AGREEMENT is to regulate relations between the Parties
     in their capacity as shareholders in the COMPANY for the intents and
     purposes of Law No. 6.404/76.

SECOND CLAUSE - EXERCISE OF VOTING RIGHTS AT GENERAL MEETINGS

2.1  CLIC promises that at the General Meetings of the COMPANY it will exercise,
     in a manner consistent with the wishes of INFOVIAS, the voting rights
     associated with the entire block of shares that it holds.

2.2  CLIC undertakes to see that the Director it has nominated, or his/her
     alternate, is present at all meetings of the Board of Directors (CONSELHO
     DE ADMINISTRACAO), unless INFOVIAS itself recommends that such Director not
     attend.

2.3  CLIC promises not to vote in favor of the removal of the Director who was
     elected by nomination from INFOVIAS, unless such removal is recommended by
     INFOVIAS.

2.4  CLIC agrees to request the removal of the Director that it nominated if
     that Director fails to comply with the provisions of this AGREEMENT or to
     obey the voting instructions given in accordance with this same AGREEMENT.

THIRD CLAUSE - ASSIGNMENT AND TRANSFER OF SHARES

3.1  In the event that CLIC wishes to assign, sell, or in any other way dispose
     of all or part of its shares in the COMPANY, it must proceed in the
     following manner:

     a)   The block of shares must first be offered to INFOVIAS, which shall
          have the right of first refusal in their purchase. CLIC must state, in
          writing, the number of shares offered, the price and conditions of
          transfer, and the name and identification information of the third
          party who is interested in purchasing them;

     b)   INFOVIAS shall have 30 (thirty) days, beginning on the date of receipt
          of the offer of the block of shares, in which to accept it as
          formulated. The offer shall be considered as refused if not accepted
          within the deadline, or if the response entails a counteroffer;

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     c)   If the offer is accepted by INFOVIAS, the transfer of the shares must
          occur within 15 (fifteen) days following the end of the 30-day period
          mentioned above;

     d)   If INFOVIAS does not accept the offer to purchase the entire block of
          shares, CLIC may sell those shares to the third party who was
          identified in the offer, under the conditions of that offer, within
          the following 60 (sixty) days, after expiration of which the offer
          must be resubmitted to INFOVIAS.

3.2  The right of first refusal established in this clause also applies to a
     transfer of the right to subscribe shares, in which case the time periods
     provided therein shall be reduced by two-thirds.

3.3  Any transfer of shares or subscription rights in the COMPANY shall be null
     and void if the provisions of this clause are not observed.

3.4  Upon instruction by INFOVIAS, CLIC shall sell all or part of its shares to
     an interested third party, in which case it is assured receipt of the
     minimum per-share price corresponding to the capital invested by CLIC, plus
     monetary indexation calculated on the basis of the change in the rate of
     return on the CDI [Interfinancial Deposit Certificate] occurring between
     the date of the respective investment and the date of the actual payment to
     CLIC, divided by the number of shares CLIC owns in the COMPANY.

FOURTH CLAUSE - NONPERFORMANCE, SPECIFIC ENFORCEMENT

4.1  In view of the nature of this AGREEMENT, the Parties acknowledge that in
     the event of a failure to perform the obligations assumed hereunder, no
     indemnification for losses that might be paid would constitute sufficient
     redress; therefore, without prejudice to such damages as might be awarded,
     any obligation mentioned in this AGREEMENT that is not performed by any of
     the Parties may be the subject of a specific enforcement action and the
     cancellation or replacement, by the courts, of the action, vote, or measure
     taken or refused or omitted in disobedience to the provisions of this
     AGREEMENT, pursuant to applicable provisions.

4.2  The Parties shall be held liable to the remaining shareholders and to the
     COMPANY, for direct and indirect losses they may cause to each other as a
     result of nonperformance of the obligations attributed to them under this
     AGREEMENT.

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FIFTH CLAUSE - OBLIGATION TO MAINTAIN CONFIDENTIALITY

5.1  The Parties agree, on their own behalf and that of their employees, staff,
     representatives and agents, not to use to their own advantage or that of
     others, or to reveal any information with respect to the COMPANY or to the
     other shareholder that is obtained by virtue of the execution or the
     performance of this AGREEMENT, provided such information has not become
     public knowledge.

     5.1.1 The obligation to maintain confidentiality now established shall
           remain in force for 5 (five) years following the termination of this
           AGREEMENT, regardless of the form or reason for such termination.

SIXTH CLAUSE - TRANSITIONAL PROVISIONS

6.1  The Parties agree, on their own behalf and that of their successors in any
     form, to perform this AGREEMENT as set forth herein.

6.2  The failure of either of the Parties to exercise, in whole or in part, the
     rights attributed under this AGREEMENT shall not imply a waiver,
     relinquishment or amendment, but merely an act of forbearance.

6.3  No change in this AGREEMENT shall be valid unless made in the form of a
     written document signed by the legal representatives of the Parties.

6.4  In the event that some provision of this AGREEMENT is considered
     unenforceable by virtue of a decision by an arbitration panel or a court,
     the Parties agree to replace that provision with another that leads to an
     equivalent result, so as to preserve, to the maximum extent possible, the
     integrity of the commitments mutually assumed hereunder.

SEVENTH CLAUSE - VENUE

7.1  The Parties shall attempt to resolve their differences with respect to this
     AGREEMENT amicably and within the sprit of good faith that inspires them.
     However, if an amicable solution is not possible, disputes that may arise
     in the interpretation or application of this document shall be resolved
     through arbitration, according to the rules of the Arbitration Chamber of
     the State of Minas Gerais, Brazil, by one or more arbiters appointed in
     accordance with those rules. The arbitration tribunal shall take place in
     the city of Belo Horizonte, Minas Gerais.

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7.2  For purposes of the enforcement of the arbitration award and the resolution
     of disputes that cannot be submitted to an arbitration tribunal, the courts
     of Belo Horizonte, Minas Gerais, shall have jurisdiction.

     In witness whereof, the Parties execute this Agreement in two counterparts
of equal tenor and for the same purpose, in the presence of the witnesses whose
names appear below.

                          Belo Horizonte, June 17, 2002

                             EMPRESA DE INFOVIAS S/A
              Fernando Alves Pimenta - Marcelo Pedreira de Oliveira


               CLUBE DE INVESTIMENTO DOS EMPREGADOS DA CEMIG-CLIC
        Lauro Sergio Vasconcelos David - Fernando Henrique Schuffner Neto

WITNESSES:

NAME:                                     NAME:
IDENTITY DOCUMENT:                        IDENTITY DOCUMENT:
TAXPAYER IDENTIFICATION NUMBER:           TAXPAYER IDENTIFICATION NUMBER: