Common use of DEVELOPMENT AND CONDUCT OF MFI MULTI-CLIENT STUDIES Clause in Contracts

DEVELOPMENT AND CONDUCT OF MFI MULTI-CLIENT STUDIES. (a) HBI will provide use of the HBI Database for the developmental phase of MFI Multi-Client Studies at the Use Fees, Access Fees, and/or Survey Fees charged to MFI pursuant to section 2.4(b) hereof. If use of the Association Database is required in connection with the developmental phase of the project, HBI will provide use of the Association Database for the Association Price, Association Use Fee, and Association Survey Fee applicable to such use according to Association Rules [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. (b) MFI will have responsibility for, and shall bear the expenses related to, questionnaire design, the design of marketing materials, and the design of research deliverables for MFI Multi-Client Studies, subject to approval of HBI which will not be unreasonably withheld. Core demographic questions must be acceptable to HBI and demographic categories shall conform to categories then in use for the HBI Database. The final form of the survey must be approved by both parties; provided, however, that approval will not be unreasonably withheld by HBI. (c) In order to minimize the financial risk to the parties, no data collection efforts by HBI will commence unless either (i) MFI has obtained commitments in writing for the purchase of the MFI Multi-Client Study sufficient to provide revenues resulting in royalties to HBI at least equal to the Use Fee, Access Fee, and Survey Fee that would, but for Section 5.5(d), be payable in connection with such MFI Multi-Client Study pursuant to Section 2.4(b) hereof, or (ii) MFI has agreed to pay HBI minimum royalties, whether or not earned in connection with revenues from the particular MFI Multi-Client Study at least equal to the Use Fee, Access Fee, and Survey Fee that would, but for Section 5.5(d), be payable in connection with such MFI Multi-Client Study. (d) MFI shall pay to HBI [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] based upon all [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] received with respect to the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. The [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] shall be at least the minimum royalty required by Section 5.5(c), if any, and shall be the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. Within thirty (30) days after the close of [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission], MFI will deliver to HBI (i) a report detailing [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] and the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] calculation connected therewith, and (ii) payment of the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] earned during such [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. (e) Any data generated by a MFI Multi-Client Study shall be owned by MFI. All uses of such data require approval by an authorized designee of MFI. Per legal requirements and MFI and HBI privacy policies, transfer of demographic data will not be made unless clearly disclosed to the Participant in connection with the particular MFI Multi-Client Study.

DEVELOPMENT AND CONDUCT OF MFI MULTI-CLIENT STUDIES. (a) HBI will provide use of the HBI Database for the developmental phase of MFI Multi-Client Studies at the Use Fees, Access Fees, and/or Survey Fees charged to MFI pursuant to section 2.4(b) hereof. If use of the Association Database is required in connection with the developmental phase of the project, HBI will provide use of the Association Database for the Association Price, Association Use Fee, and Association Survey Fee applicable to such use according to Association Rules [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. (b) MFI will have responsibility for, and shall bear the expenses related to, questionnaire design, the design of marketing materials, and the design of research deliverables for MFI Multi-Client Studies, subject to approval of HBI which will not be unreasonably withheld. Core demographic questions must be acceptable to HBI and demographic categories shall conform to categories then in use for the HBI Database. The final form of the survey must be approved by both parties; provided, however, that approval will not be unreasonably withheld by HBI. (c) In order to minimize the financial risk to the parties, no data collection efforts by HBI will commence unless either (i) MFI has obtained commitments in writing for the purchase of the MFI Multi-Client Study sufficient to provide revenues resulting in royalties to HBI at least equal to the Use Fee, Access Fee, and Survey Fee that would, but for Section 5.5(d), be payable in connection with such MFI Multi-Client Study pursuant to Section 2.4(b) hereof, or (ii) MFI has agreed to pay HBI minimum royalties, whether or not earned in connection with revenues from the particular MFI Multi-Client Study at least equal to the Use Fee, Access Fee, and Survey Fee that would, but for Section 5.5(d), be payable in connection with such MFI Multi-Client Study. (d) MFI shall pay to HBI [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] based upon all [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] received with respect to the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission.]. The [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] shall be at least the minimum royalty required by Section 5.5(c), if any, and shall be the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. Within thirty (30) days after the close of [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission], MFI will deliver to HBI (i) a report detailing [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] and the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] calculation connected therewith, and (ii) payment of the [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission] earned during such [Confidential Information. Intentionally omitted and filed separately with the Securities and Exchange Commission]. (e) Any data generated by a MFI Multi-Client Study shall be owned by MFI. All uses of such data require approval by an authorized designee of MFI. Per legal requirements and MFI and HBI privacy policies, transfer of demographic data will not be made unless clearly disclosed to the Participant in connection with the particular MFI Multi-Client Study.