Subsidy Addendum.
Subsidy Addendum
This Subsidy Addendum (the “Addendum”) sets forth the terms and conditions that govern the Client's participation in the applicable Subsidy Program.
NYSE IPO & New Listings
Client represents and acknowledges that it is participating in the NYSE Subsidy Program, pursuant to which the subscription fees payable by Client to Q4 hereunder will be subsidized for a specific period of time depending on the particular NYSE listing of the Client (the "Subsidy Program").
In the event that: (i) the Subsidy Program is terminated or a service is no longer offered (ii) Client is no longer eligible for the Subsidy Program (iii) Client is no longer eligible for the Subsidy Program due to the voluntary or involuntary delisting from the NYSE (iv) Client elects to trade on a stock exchange other than the NYSE, or (v) Client does not complete the subscription term commitment for reasons other than breach by Q4 of the terms hereof, Client shall be responsible for all applicable fees covering the remainder of the term to be billed at Q4's applicable list price in effect at the time.
Where a Client is newly listed on the NYSE, fees will be subsidized for the first 48 months. At the end of the 48 month term (the “Initial Term”), subscriptions will automatically renew for additional one-year terms unless either party gives the other written notice (email acceptable) at least sixty (60) before the end of the relevant subscription term. Except where the NYSE confirms Client’s eligibility in the NYSE Tier Program, failure to provide such notice will result in the automatic renewal of services for a one (1) year term Q4's applicable list price in effect at the time.
Where Client is listed on the NYSE, any discount to fees for Services as part of the Subsidy Program shall apply to the first 48 months of the Initial Term. For clarity, fees will be subsidized from the Service Start Date and the fee subsidy shall expire at the end of Year 4.
Client is responsible for notifying NYSE of the Clients selection of any services covered by the Subsidy Program. Should the client not notify NYSE, Q4 will bill the Client at Q4's applicable list price in effect at the time.
NYSE TIER
NYSE Tier Client represents and acknowledges that it is participating in the NYSE Subsidy Program, pursuant to which NYSE Group, Inc. is paying, on behalf of Client, the fees payable by Client to Q4 hereunder (the "Subsidy Program").
In the event that: (i) the Subsidy Program is terminated or a service is no longer offered, (ii) Client is no longer eligible for the Subsidy Program, (iii) Client is no longer eligible for the Subsidy Program due to the voluntary or involuntary delisting from the NYSE, or (iv) NYSE elects to not pay to Q4 the fees on behalf of Client for any other reason (other than breach by Q4 of the terms hereof), Client shall be responsible for paying all fees due hereunder, at Q4's applicable list price in effect at the time.
At the end of the then current term, subscriptions will automatically renew for additional one-year terms unless either party gives the other written notice (email acceptable) at least sixty (60) days before the end of the relevant subscription term. If Client does not provide notice of intent not to renew within the notice period as set out herein, the agreement will automatically renew. Should the Client no longer qualify for the Tier Program at the time of renewal, Q4 will bill the Client at Q4's applicable list price in effect at the time.
Client is responsible for notifying NYSE of the Clients selection of any services covered by the Subsidy Program. Should the client not notify NYSE, Q4 will bill the Client at Q4's applicable list price in effect at the time.
NYSE AMERICAN
NYSE American Client represents and acknowledges that it is participating in the NYSE American Subsidy Program which has a mandatory three year initial term (the "Subsidy Program"). During the first two years of the Subsidy Program, the Services will be subsidized. Client shall be responsible for all applicable fees covering the remainder of the term to be billed at Q4's applicable list price in effect at the time.
In the event that: (i) the NYSE American Subsidy Program is terminated or a service is no longer offered by NYSE, (ii) Client is no longer eligible for the Subsidy Program, (iii) Client elects to trade on a stock exchange other than the NYSE American Exchange or (iv) Client does not complete the subscription term commitment for reasons other than breach by Q4 of the terms hereof, Client shall be responsible for all applicable fees covering the remainder of the term to be billed at Q4's applicable list price in effect at the time.
Subscriptions will automatically renew for additional one-year terms unless either party gives the other written notice (email acceptable) at least 60 days before the end of the relevant subscription term.
Q4 IPO Program (All Exchanges Except NYSE)
Client represents and acknowledges that it is participating in the Q4 IPO Program Subsidy Program, for which the subscription fees payable by Client to Q4 hereunder will be subsidized for the first 12 months of the initial term (the "Subsidy Program") and all subsequent years being paid by Client in accordance with the rates as set out in the applicable Order Form.
In the event that: (ii) Client is no longer eligible for the Subsidy Program due to the voluntary or involuntary delisting from the applicable stock exchange or no longer qualify for a subsidy any time (iii) Client elects to trade on a stock exchange outside of Q4’s Service offering, or (iv) Client does not complete the subscription term commitment for reasons other than breach by Q4 of the terms hereof, Client shall be responsible for paying all fees payable to Q4 hereunder.
The Q4 IPO Subsidy Program requires a minimum 24-month term with annual billing.
Subscriptions will automatically renew for additional one-year terms unless either party gives the other written notice (email acceptable) at least 60 days before the end of the relevant subscription term.
The Client acknowledges that any discounted pricing is provided on the basis that Client will conduct quarterly earnings conference calls with Q4 for the duration of the term.