EXHIBIT 10.9
EXCLUSIVE TELEVISION, BROADCAST AND INFORMATION
LICENSING AGREEMENT
This Agreement is made this 24th day of August, 1999, by and between 5TH AVENUE
CHANNEL CORP. (5th Ave"), a corporation organized under the laws of the State of
Florida and having its principal place of business at 0000 X.X. 000xx Xxxxxx,
Xxxxx Xxxxx, Xxxxxxx 00000 and ZACKS Investment Research Incorporated ("ZACKS"),
a corporation organized under the laws of the State of Illinois and having its
principal place of business at 000 Xxxxx Xxxxxx Xxxxx, Xxxxxxx, Xxxxxxxx 00000.
WHEREAS, ZACKS is in the business of providing certain equity research, analysis
and investment information as specifically set forth in Schedule A hereto (the
"Information"); and WHEREAS, 5th Ave desires to license a customized version of
the Information from ZACKS for the purpose of providing direct access to the
Information via its 5th Ave web site and television stations. WHEREAS, both
parties desire to work together to develop television and video streaming and
programming sales. NOW, THEREFORE, in consideration of the foregoing and of the
mutual promises set forth herein, the parties agree as follows:
SECTION 1. OBLIGATIONS OF ZACKS
1.1 ZACKS shall provide the Information, listed in Schedule A, to 5th Ave for
use in the development and production of the 5th Ave web site and television
programs. ZACKS will provide 5th Ave with a File Transfer Protocol (FTP) account
allowing 5th Ave access to a secure database containing all files listed in
Schedule A.
1.2 ZACKS shall perform, at its expense, all technical development and support
work necessary to meet its obligation to create the information and FTP
Directories for 5th Ave as required hereunder. Such technical development and
support work shall include, without limitation, support and technical
assistance, available Monday through Friday 9am to 5pm CST via the technical
support phone number to 5th Ave as necessary to enable 5th Ave to receive the
ZACKS information in the agreed upon formats.
1.3 ZACKS will provide a product that is timely, newsworthy, reliable and
scalable to 5th Ave's needs. 5th Ave may periodically review the quality of
services delivered by ZACKS.
1.4 ZACKS agrees to provide to 5th Ave any data or services as outlined in
Schedule A from a third party at it's absolute cost.
1.5 ZACKS shall provide 5th Ave with back-up support for questions regarding the
ZACKS information. Said support shall include, but not be limited to, providing
a support person from ZACKS specifically designated to respond to 5th Ave
inquiries. The ZACKS liaison with 5th Ave will be Xxxx Xxxxxxx (000) 000-0000xxx
167 and Xxxxx Xxxxxxxxx (000) 000-0000 xxx 000 and will be available 7:00
AM-4:00 PM CST Monday through Friday.
1.6 ZACKS shall promptly notify 5th Ave if ZACKS learns of any unauthorized use
of 5th Ave intellectual property in connection with the Internet Services, and
ZACKS agrees to use its best efforts to cooperate with 5th Ave efforts to
protect its interests with respect to the 5th Ave Internet Services.
1.7 Joint Production and Distribution of ZACKS/5th Ave Audio and Video Clips
o ZACKS will use the technical facilities provided by 5th Ave to
produce at least 5 " talking heads " per day based on audio
interviews with brokerage analysts and ZACKS analysts
o ZACKS will provide editorial direction for the creation of the
broadcasts live from the trading floor of Xxxxxx Capital and
broadcasts of remote analyst interviews
o ZACKS will actively sell this audio/video web content to as
many web sites as possible, and will split the revenues from
such sales on a 50/50 gross basis with 5th Ave
o ZACKS will archive the video clips on ZACKS servers and will
deliver them to ZACKS web clients in a streaming audio/video
format and will also make it available to 5th Ave customers
1.8 Inclusion of 3rd Party Clips
ZACKS will make reasonable efforts to acquire for distribution the following
elements of investment related streaming video.
a. Analyst EPS conference Calls
b. Brokerage firm Investment Conferences
c. Industry Conferences
For these 3rd party audio / video clips ZACKS will provide the editorial
direction and 5th Ave will provide the technical facilities, any required camera
crews, and pay all costs to create video clips from these events, and to convert
existing clips created by 3rd parties into audio/video formats for sale by ZACKS
and use by 0xx Xxxxxx Channel.
1.9 Ownership and Copyrights
During the term of this Agreement and upon termination of this Agreement, ZACKS
and 5th Ave will each have equal ownership rights in those video clips, for
which 3rd parties do not have copyrights and 5th Ave may use the clips for its
own purposes subject to the provision that any usage of the clips must include
the entire clip and cannot include an edited version of the clip, without ZACKS
written authorization. ZACKS retains unilateral approval rights of any use of
the ZACKS name, information and trademarks prior to use. Furthermore, ZACKS
shall have the right to prevent any usage of the clips that ZACKS may deem to be
misleading, illegal, obscene, in violation of other ZACKS agreements, or
inconsistent with the general image that ZACKS desires to present to the public.
Notwithstanding the above, if ZACKS has given 0xx Xxxxxx Channel direction to
shoot a clip as defined in Section 2.8 these clips are deemed to be approved by
ZACKS and not in violation of any other ZACKS agreements. In consideration of
the above,
0
0xx Xxx will give to ZACKS, for ZACKS to use at its discretion, one hundred
(100) thirty (30) second incentive spots to help ZACKS close large content
agreements.
1.10 Other ZACKS Responsibilities
o ZACKS will use its best efforts to sell the 5th Ave financial
suite.
o ZACKS will use its best efforts to sell the 5th Ave's Net
Video Finance content
o ZACKS will use its best efforts to sell any streaming video
produced at a split of 50/50 of gross revenues.
o ZACKS has the obligation to send out advertising packages to
all of it's respective clients and prospective clients. For
these efforts, ZACKS will receive 20% of the net revenues that
are collected by ZACKS or 5th Ave for advertisement on
0xxxxxxxxxxxxxxx.xxx and 5th Avenue Television Channel.
Payments will be made to ZACKS 15 days after 5th Ave is paid.
ZACKS is an independent sales agent and has no obligation to
produce commercials or to manage account collections.
SECTION 2. OBLIGATIONS OF 5TH AVE
2.1 5TH Ave will format and post the information listed in Schedule A at its
sole discretion and in whatever manner 5th Ave sees fit to correspond with the
continuity of the 5th Ave's websites and other financial products produced by
5th Ave, without compromising the integrity and contextual nature of ZACKS'
information. 5th Ave will not manipulate, as defined as to the falsification of
any data to influence skillfully to one's advantage, ZACKS' information nor will
5th Ave identify any information not provided directly from ZACKS as information
provided by ZACKS.
2.2 5th Ave will provide one or more graphic and/or text links with ZACKS
attribution and branding at the bottom of all pages containing information
delivered by ZACKS (the "ZACKS Content Pages"), subject to 5th Ave guidelines
and as otherwise set forth herein.
2.3 Hypertext and/or graphic links from the ZACKS Content Pages will be directed
to ZACKS Investment Research Internet site (XXX.XXXXX.XXX), both of which shall
include ZACKS' individual subscription based product offerings. (The content and
design of the co-branded pages are subject to approval by 0xx Xxx.) 0xx Xxxxxx
will produce 30-60-90 second commercials or a 30 minute infomercial related to
the ZACKS' products that 5th Ave offers, which will drive traffic to 5th Ave's
website. All subscription revenues derived from the 5th Ave websites' links to
ZACKS or through 5th Ave's 800 telephone #'s will be on a revenue share basis
wherein ZACKS will remit fifty percent (50%) of gross revenues to 5th Ave on a
monthly basis. For traffic derived from sites other than 5th Ave that 5th Ave
generates, ZACKS will pay to 5th Ave 10% of gross revenues.
2.4 5th Ave shall provide text links on all pages displaying ZACKS information
to read "Data Provided by ZACKS Investment Research" and "XXX.XXXXX.XXX"; text
links on the co-branded page shall state: "Free Trial to ZACKS Premium
Services", and a link to the co-branded page shall also be placed on a page
within the 5th Ave's web sites business section pages other than the ZACKS
Information Pages.
3
2.5 5th Ave agrees to produce, host and air television shows, commercials, game
shows, instructional videos, infomercials, etc., as agreed among the parties
from time to time. Furthermore, 5th Ave agrees that the cost of all man hours,
production, maintenance and hosting of these shows, other than the availability
and cost of analysts which Zack's will pay, is solely the responsibility of 5th
Ave.
2.6 5th Ave shall work with ZACKS in producing a press release announcing the
relationship between the parties, the details, contents and timing of which
shall be by mutual agreement.
2.7 5th Ave shall provide ZACKS with a branded e-commerce product site in which
all revenues derived via the product on XXXXX.xxx shall be split on a 10% of net
revenue basis, as defined as gross revenues minus costs of goods.
2.8 Other 5th Ave Responsibilities
o 5th Ave will install and equip a "video clip production
facility" at ZACKS offices, provide required supplies and pay
all out of pocket costs for the operation of the facility,
including any technical personnel required, other than the
existing ZACKS infrastructure and equipment for the purpose of
creating "ZACKS/5th Avenue talking head" video clips featuring
ZACKS reporter interviews with brokerage analysts and with
ZACKS own analysts.
o Under direction of ZACKS, 5th Ave will create and pay complete
expenses for the production of at least two 30-60 second video
clips live, each day, from the trading floor at Xxxxxx Capital
(Wall Street Source).
o Under direction of ZACKS, 5th Ave will create and pay complete
expenses for the production of at least 5 analyst interviews
per month with brokerage analysts selected by ZACKS, located
at brokerage firm offices, in NY and other cities, selected by
Zacks.
o 5th Ave will deliver these video clips to ZACKS in digital
files suitable to the needs of ZACKS for redistribution as per
the Agreement in a timely fashion suitable for "real media
streaming video" format suitable for delivery over the
Internet.
o 5th Avenue Channel will actively sell this audio/video web
content to as many web sites as possible and will split the
revenues from such sales on a 50/50 basis with ZACKS.
2.9 5th Ave Description of Production
30, 60 and 120 second spots, are to be produced by 5th Ave at 5th Ave's expense.
The spots will be co-branded with ZACKS and 5th Avenue Channel and will drive
traffic to 5th Ave's web sites. The spots will be provided to ZACKS at no charge
to ZACKS for use by ZACKS in any way it wishes. Productions will be property of
ZACKS with no associated royalties due. Should ZACKS redistribute the
productions as in the sale of Content, the revenue will be split in accordance
with Section 3.2 as noted above.
5th Ave will produce, at no cost to ZACKS, ongoing television programming
co-branded with ZACKS and 0xx Xxxxxx Xxxxxxx. 0xx Xxx anticipates beginning with
two hours around market
4
open and two hours at market close. Additional programming will be developed
after the first levels are implemented.
SECTION 3. LICENSE AND OWNERSHIP
3.1 ZACKS hereby grants to 5th Ave a non-exclusive worldwide royalty-free right
and license to copy and incorporate the Information all video and audio produced
by ZACKS and 0xx Xxxxxx Channel into the 5th Ave's Internet sites and Television
Channel and to make the information available to users of the 5th Ave's Internet
sites to be viewed, downloaded or copied in any form deemed appropriate by 5th
Ave. This shall include, but not be limited to, putting the ZACKS Information
into digital electronic form and continuing the ZACKS Information with other
images, photographs, animation, video, audio, text, user interfaces, software
and other information as 5th Ave may choose. However, the ZACKS Wall Street
Source news is only to be used in the television programming aspect of this
Agreement. Under no circumstance should the ZWSS News be posted on any internet
site that 5TH AVENUE CHANNEL CORP is the owner, operator or partner of. Posting
of the ZWSS news on the internet is in violation of this Agreement and such
action would constitute termination of this entire Agreement effective
immediately.
ZACKS hereby grants to 5th Ave an exclusive, worldwide royalty-free right and
license to copy and incorporate the Information into the 5th Ave's television
stations, programs, affiliates, satellites and paid programming. 5th Ave shall
also have the exclusive right to use the ZACKS name and information in
television as well as the rights to have it co-branded with ZACKS and
5thavenuechannel.
3.2 Except for the licenses granted herein, ZACKS shall retain all ownership
rights in and to the Information. Nothing contained herein shall be deemed to
transfer to 5th Ave any ownership rights therein. Specifically, 5th Ave does not
have the right to resell or redistribute the Information in any form to any
parties.
3.3 Nothing in this Agreement shall impair 5th Ave rights at all times to make
use of, without obligation to ZACKS, similar information which has been, without
infringement upon ZACKS copyright or trade secrets, independently obtained by
5th Ave or which have become publicly known, whether before or after execution
of this Agreement. Furthermore, 5th Ave may procure, market and display
information at any time which may be competitive with the Information
contemplated herein.
SECTION 4. FEES AND BILLING
4.1 5th Ave agrees to pay a licensing fee for all rights granted within this
Agreement of $875,340. These payments will be made monthly over the 60 month
term of this Agreement. Monthly payments will be $14,589.
4.2 5th Ave agrees to produce, host and air television shows, commercials, game
shows, instructional videos, infomercials etc. as outlined in Schedule A.
Furthermore, 5th Ave agrees that the cost of all man hours, production,
maintenance and hosting of these shows, other than the availability and cost of
analysts which Zack's will pay, is solely the responsibility of 5th Ave.
5
4.3 Initial billing cycle will begin in February 2000. ZACKS will deliver an
invoice for the licensing fees listed above. 5th Ave may remit payments in
excess of the minimum monthly fee listed and may discontinue payments once the
total sum payments of the Agreement have been met.
4.4 5th Ave and ZACKS agree to keep all proper records and books of account and
all proper entries therein relating to the moneys payable pursuant to this
Agreement.
4.5 In the event that ZACKS elects to create a special Audio/Video portal or
page on its own website, 5th Ave shall share in 35% of any advertising revenues
generated on such pages.
4.6 Notwithstanding the non-exclusive Internet provision in Paragraph 3.1
herein, ZACKS and 5th Ave agree to split gross revenues from the sale of the
Zacks proprietary information listed in Part A of Schedule A attached on a 50/50
basis for all revenue generated from Latin America and from the worldwide
Spanish speaking market.
SECTION 5. TERM AND TERMINATION
5.1 Initial Term and Renewals
The initial term of this Agreement shall commence as of the date first written
above and shall continue for a period of five (5) years after February 1, 2000.
Thereafter, 5th Ave retains the unilateral option of extending the term for
consecutive five year terms and to request negotiations for any additional files
or service upgrades to this Agreement.
5.2 Termination.
(a) If either party shall default in the performance of or compliance
with any provision contained in this Agreement and such default shall not have
been cured within 60 days after written notice thereof shall have been given to
the appropriate party, the party giving such notice may then give further
written notice to such other party terminating this Agreement, in which event
this Agreement, and the license granted hereunder, shall terminate on the date
specified in such further notice.
(b) If either party should discontinue operation (or any portion
thereof which is specifically referenced in this Agreement), either party may
cancel this Agreement upon thirty (30) days' prior written notice to the other
party.
(c) Either party may terminate this Agreement by written notice to the
other and may regard the other party as in default of this Agreement, if the
other party becomes insolvent, makes a general assignment for the benefit of
creditors, files a voluntary petition of bankruptcy, suffers or permits the
appointment of a receiver for its business or assets, or becomes subject to any
proceedings under any bankruptcy or insolvency law, whether domestic or foreign,
or has wound up or liquidated, voluntarily or otherwise. In the event that any
of the above events occurs, that party shall immediately notify the other party
of its occurrence.
(d) Upon termination of this contract by 5th Ave or ZACKS, 5th Ave will
immediately delete all files and data items transferred from ZACKS under section
Schedule A, or derived
6
from such transferred files, that are stored on the 5th Ave servers or in any
databases or systems under 5th Ave control. No ZACKS data in any form shall
remain in the possession of 5th Ave after this contract has been terminated.
SECTION 6. ADVERTISING OR PROMOTION
Neither party shall make, publish or distribute (whether in print,
electronically or otherwise) any public announcements, press releases,
advertising, marketing, promotional or other materials that use the other
party's names, logos, trademarks or service marks or refer to the other party
with regard to the execution or performance of this Agreement without the prior
written consent of the other, which consent shall not be unreasonably withheld.
If within ten (10) days after delivery of samples of such material, the
receiving party has not notified the sending party of its disapproval, such
material shall be deemed approved.
SECTION 7. REPRESENTATIONS AND WARRANTIES
7.1 ZACKS represents and warrants that (i) it has all rights in and to all
copyrights, patents and other proprietary rights associated with the information
that are necessary to market, distribute and license the information, (ii) the
Information is not defamatory and does not violate a third party's right of
privacy or any other right, and (iii) ZACKS has the unrestricted right and
authority to enter into this Agreement and to grant the rights and license
hereunder with respect to the Information.
7.2 5th Ave represents and warrants that it has the authority to enter into this
Agreement and the rights and licenses necessary to enter into and perform its
obligations under this Agreement.
7.3 EXCEPT AS EXPRESSLY SET FORTH HEREIN, NEITHER PARTY MAKES, AND EACH PARTY
SPECIFICALLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR APPLICATION AND IMPLIED
WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. WITHOUT
LIMITING THE GENERALITY OF THE FOREGOING, NEITHER PARTY REPRESENTS OR WARRANTS
THAT IT WILL CONTINUE TO OPERATE ITS SITES IN THEIR CURRENT FORM, THAT THE SITES
WILL BE ACCESSIBLE WITHOUT INTERRUPTION, THAT THE SITES WILL MEET THE
REQUIREMENTS OR EXPECTATIONS OF THE OTHER PARTY, OR THAT ANY MATERIALS ON THE
SITES OR THE SERVER THAT MAKES THE SITES AVAILABLE ARE FREE FROM ERRORS,
DEFECTS, DESIGN FLAWS OR OMISSIONS.
SECTION 8. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR
INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT
PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) ARISING FROM THE USE
OR INABILITY TO USE THE INFORMATION OR ANY OTHER PROVISION OF THIS AGREEMENT,
INCLUDING,
7
BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS.
SECTION 9. INDEMNITY
Indemnification by ZACKS: ZACKS hereby indemnifies and holds 5th Ave
and its affiliates, directors, officers and employees harmless against any and
all penalties, damages, costs, judgments, attorney's fees or any other expenses
incurred in connection with (a) claims by any person or entity with respect to
the ZACKS Web site or the Information provided by ZACKS maintained on ZACKS web
site and; (b) any breach by ZACKS of the terms, representations and warranties
set forth in this Agreement.
Indemnification by 5th Ave: 5th Ave hereby indemnifies and holds ZACKS
and its directors, officers and employees harmless against any and all
penalties, damages, costs, judgments, attorney's fees or any other expenses
incurred in connection with (a) claims against ZACKS by any person or entity in
connection with 5th Ave's provision of or inability to provide access to the
ZACKS web site or the Information except for which ZACKS has agreed to indemnify
5th Ave as set forth in section 8 herein; and (b) any breach by 5th Ave of the
terms, representations and warranties set forth in this Agreement.
SECTION 10. ARBITRATION
Any dispute or controversy between the parties to this Agreement relating to or
arising out of this Agreement, including but not limited to matters reserved for
mutual agreement shall be settled by Arbitration with the rules of the (1) New
York Stock Exchange - if NYSE Arbitration is available and (2) the American
Arbitration Association in all other cases.
SECTION 11. CONFIDENTIALITY
The parties acknowledge that, in the course of their dealings hereunder, each
may acquire information about the other, its business activities and operations,
its technical information and its trade secrets, all of which are proprietary
and confidential (the "Confidential Information"). Both parties agree that the
terms of this Agreement shall be deemed Confidential Information of each party.
Each party hereby agrees that: (i) all Confidential Information shall remain the
exclusive property of the owner; (ii) it shall maintain and shall use prudent
methods to cause its employees and agents to maintain, the confidentiality and
secrecy of the Confidential Information; (iii) it shall not, and shall use
prudent methods to ensure that its employees and agents do not, copy, publish,
disclose to others or use (other than pursuant to the terms hereof) the
Confidential Information; and (iv) it shall return or destroy all copies of
Confidential Information upon request of the other party. Notwithstanding the
foregoing, Confidential Information shall not include any information to the
extent it (i) is or becomes a part of the public domain through no act or
omission on the part of the receiving party, (ii) is disclosed to third parties
by the disclosing party without restriction on such third parties, (iii) is in
the receiving party's possession, without actual or constructive knowledge of an
obligation of confidentiality with respect thereto, at or prior to the time of
disclosure under this Agreement, (iv) is disclosed to the receiving party by a
third party having no obligation of confidentiality with respect thereto, (v) is
independently developed by the receiving party without reference to
8
the disclosing party's Confidential Information or (vi) is released from
confidential treatment by written consent of the disclosing party.
SECTION 12. MISCELLANEOUS
(a) NOTICES. All notices, requests and other communications hereunder
will be in writing and will be delivered in person, or sent by certified mail,
return receipt requested, overnight courier service, or by facsimile to the
address or facsimile number of the party set forth in this letter, or to such
other addresses or numbers as may be stipulated in writing by the parties
pursuant hereto. Unless otherwise provided, notice will be effective on the date
it is officially recorded as delivered by return receipt or equivalent or by
facsimile confirmation date.
(b) ENTIRE AGREEMENT; AMENDMENT; ASSIGNMENT. This Agreement, together
with any appendices or other attachments hereto, sets forth the entire
understanding between the parties and supersedes any and all oral or written
agreements or understandings between the parties as to the subject matter of
this Agreement. This Agreement may be modified only in a document signed by both
parties. This Agreement shall be binding upon and shall inure to the benefit of
the undersigned parties and their respective successors and permitted assigns.
Neither party may assign this Agreement, or sublicense, assign or delegate any
right or duty hereunder without the prior written consent of the other.
(c) SURVIVAL OF CERTAIN PROVISIONS. Notwithstanding the termination or
expiration of this Agreement, the rights and obligations in Sections above and
any commissions accruing to 5th Ave but not paid prior to termination or
expiration of this Agreement, shall survive termination or expiration of this
Agreement for up to but not exceeding three (3) calendar months.
(d) FORCE MAJEURE. In no event shall either party be liable one to the
other for any delay or failure to perform hereunder, which delay or failure to
perform is due to causes beyond the control of said party including, but not
limited to, governmental restrictions, exchange or market rulings, labor strike,
war, act of civil or military authority, sabotage, epidemic, flood, earthquake,
fire, other natural disaster, or any other event, condition or occurrence beyond
the reasonable control of such party.
(e) WAIVER. The failure of either party at any time to require
performance by the other party of any provision hereof shall in no way affect
the full right to require such performance at any time thereafter, nor shall the
waiver by either party of a breach of any provision hereof be taken or held to
be a waiver of any succeeding breach of such provision or as a waiver of the
provision itself.
(f) SEPARABILITY. If any provision of this Agreement or the application
thereof to any person or circumstances shall to any extent be held to be invalid
or unenforceable, the remainder of the Agreement, or the application of such
provisions to persons or circumstances as to which it is not held to be invalid
or unenforceable, shall not be affected thereby, and each provision shall be
valid and be enforced to the fullest extent permitted by law.
(g) RELATIONSHIP OF THE PARTIES. This Agreement does not and shall not
be deemed to constitute a partnership or joint venture between the parties and
neither party nor any of their
9
respective directors, officers, employees or agents shall, by virtue of the
performance of their obligations under this Agreement, be deemed to be an agent
or employee of the other.
(h) GOVERNING LAW. This Agreement shall be governed by, and construed
in accordance with the laws of the State of Illinois without regard to its
conflict of law principles.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and do
each hereby warrant and represent that their respective signatory whose
signature appears below has been and is on the date of this Agreement duly
authorized by all necessary and appropriate corporate action to execute this
Agreement.
5TH AVENUE CHANNEL CORP. ZACKS INVESTMENT RESEARCH INCORPORATED
By: /S/ XXXXXX XXXXX By: /S/ XXXXXXX XXXXX
----------------------------- ---------------------------------
Xxxxxx Xxxxx Xxxxxxx Xxxxx
President President
10
SCHEDULE A
DESCRIPTION AND UPDATE FREQUENCY OF LICENSED INFORMATION TO 5TH AVE
Information
ZACKS will make available to 5th Ave the following reports for the ZACKS
Universe of over 6,000 North American equities (US Exchanges and Canadian
issues).
DATA FILES
FILE
A. ALL ZACKS PROPRIETARY FILES INCLUDING BUT NOT LIMITED TO:
Expected Report Date (Daily)
Consensus Earnings Estimates (Daily)
Estimate Revision Trend (Daily)
EPS Surprises (Intra-Day)
Historical EPS Surprises (Daily)
Earnings Growth Rates (Daily)
Broker Recommendation Trend (Daily)
Brokerage Research Abstracts (Daily)
Industry Sector Analysis (ZN 7 - Weekly)
Detailed Estimate Revision File (ZN 8 - Daily)
Company Description
Quarterly Income Statement
Quarterly Balance Sheet
Annual Cash Flow
Price File (Z Price, high, low, close, volume, change)
Price/Volume History to '91
Expected Dividend Report Date
ZACKS PDF Snapshot Files (Research Wizard)
B. ALL ZACKS WALL STREET SOURCE FILES INCLUDED BUT NOT LIMITED TO:
Overview-Heads Up, Market Overview, Morning Call, ZWSS News, Economic Numbers,
Economic
Calendar
Daily Monitor-Hot Page, Newsstand, Rumors
Corporate Events-Highlights, Earnings, Stock Splits, Buybacks, Meetings, IPO's,
IPO Pricings
Research-Corporate Information, Deals, Upgrades/Downgrades (ZWSS
News only to be used in television according to this contract)
