Subscriber List. (a) Promptly following the date hereof (but in any event within 60 days after the date hereof), Seller shall cause the Company to prepare in good faith, or cause to be prepared in good faith, and deliver to Purchaser a list setting forth the total number of Subscribers in each Market as of December 31, 2010 (the “Subscriber List”), which in the aggregate shall reflect the same number of Subscribers as set forth in Schedule 3.2(q), including and excluding the same Subscribers as in Schedule 3.2(q). For purposes of the Subscriber List, a Person shall be deemed to be a Subscriber “in” a particular Market if the principal billing address for that Person’s account contains a zip code located in such Market. If a Person maintains multiple accounts, the Subscribers billed on each such account shall be allocated into Markets on an account-by-account basis based on the principal billing address zip code of each such account. No Person shall be counted as a Subscriber “in” more than a single Market, and Subscribers in zip codes that span more than one Market shall be apportioned in the manner directed by a Governmental Entity or otherwise equally between the relevant Markets.
(b) The Subscriber List shall become the final, binding and conclusive Subscriber List on the 60th day following Purchaser’s receipt of the Subscriber List unless on or prior to such 60th day Purchaser delivers to Seller a written notice (a “Subscriber List Dispute Notice”) stating that Purchaser disputes one or more items contained in the Subscriber List and specifying in reasonable detail each such disputed item.
(c) If Purchaser delivers a Subscriber List Dispute Notice, then Seller and Purchaser shall seek in good faith to resolve the disputed items set forth therein during the 60-day period beginning on the date Seller receives the Subscriber List Dispute Notice. If Seller and Purchaser reach agreement with respect to any disputed items, Seller shall revise the Subscriber List to reflect such agreement. If Purchaser and Seller are unable to resolve such disputed items during such 60-day period, then, at the request of either party, Purchaser and Seller shall jointly engage and submit the unresolved disputed items to the Independent Accountant. Purchaser and Seller shall use their reasonable best efforts to cause the Independent Accountant to issue its written determination regarding such unresolved items within 45 days after such items are submitted for review and in any event no later tha...
Subscriber List. A true and complete subscriber list as of the date reasonably close to (and not more than ten (10) business days preceding) the Closing Date, an updated list of subscriber deposits and prepayments and a list of disconnected subscribers for each of the six (6) months preceding the Closing.
Subscriber List. Seller will have delivered to Buyer, at least 10 days prior to the Closing, a current list of subscribes of the Systems, including billing address and related account information.
Subscriber List. To facilitate Source's promotional efforts, Bloomberg shall provide to Source access at any time to the following information VIA THE BLOOMBERG: (i) the complete list of Bloomberg Subscribers globally; and (ii) on a weekly basis, all new installations during the previous week. In addition, Bloomberg will provide Source quarterly with a physical printout of all customers authorized for Source Services. Bloomberg represents and warrants that all reports shall be accurate and complete in all material respects and correctly reflect the number of subscriptions and those having access to the Source Services.
Subscriber List. To facilitate Source's promotional efforts, MARKET VISION shall provide to Source the following information and reports: (i) on a monthly basis the list of MARKET VISION Subscribers located in the United States, if not prohibited by any contract or agreement with any Subscriber, (ii) on a monthly basis, the list of those persons and entities located in the United States who became new MARKET VISION Subscribers during such month, if not prohibited by any contract or agreement with any Subscriber, (iii) from time to time, but not less frequently than quarterly, the list of new and existing MARKET VISION Subscribers located outside the United States promptly after it receives at headquarters the information necessary to develop such list, if not prohibited by any contract or agreement with any Subscriber, (iv) upon request of Source, information MARKET VISION has with regard to renewal dates for subscriptions to the Source Services, and (v) on a monthly basis, access reports which shall, among other things, set forth those persons taking the Source Services and indicating which of those are being provided on a trail basis. MARKET VISION represents and warrants that all reports shall be accurate and complete and correctly reflect the number of subscriptions and those having access to the Source Services.
Subscriber List. To facilitate Source's promotional efforts, Telerate shall use its best efforts to obtain from Authorized Distributors (as hereinafter defined) and promptly provide to Source when so available to Telerate lists of Telerate Subscribers on a world-wide basis. Each month Telerate shall provide Source with a list of adds/deletes for the Telerate Subscribers located in the United States. Source agrees to keep such lists strictly confidential and to use such lists solely to solicit subscriptions to the Source Service to be accessed through the Telerate Services. Source agrees to honor request from Telerate Subscribers not to send unsolicited mail to them or, provided Telerate has informed Source of Telerate Subscribers' requests in connection therewith, to make unsolicited calls on them.
Subscriber List. The current subscriber list of FutureOne's PrimeServ customers consists of approximately 104 paying subscribers.
Subscriber List. The Approved Agent acknowledges and agrees that the names of Subscribers and their information constitute the confidential and proprietary information of Yapalot. Upon the expire or termination of this Agreement, the Approved Agent shall deliver to Yapalot a true and complete listing of all its Subscribers together with their respective subscription telephone numbers and such other information as Yapalot may request.
Subscriber List. To facilitate Source's promotional efforts, KRF shall provide to Source the following information and reports: (i) on a monthly basis the list of KRF Subscribers located in the United States; (ii) on a monthly basis, the list of those persons and entities located in the United States who became new KRF Subscribers during such month; (iii) from time to time, but not less frequently than
Subscriber List. Attached hereto as Schedule 2.15 is a true, --------------- ------------- correct and complete summary of the Subscriber List (the "Subscriber List"). The Subscriber List contains the true, correct and complete names and addresses of all of the Sellers' active subscribers who utilize the Buyer's home communicators on a monthly basis and who are monitored by Lifeline Central as of date hereof (the "Subscribers"). The Subscriber List includes the names and addresses of no fewer than 3,350 Subscribers.
