Common use of Units of Count Clause in Contracts

Units of Count. Unless otherwise specifically set forth in this Agreement, Real-Time Data usage shall be controlled and recorded by the Contracting Party. BMEMD shall be informed of the above-mentioned usage via the corresponding Report. Such Report shall include the authorised Units of Count that will be used to calculate and apply the respective fees, as detailed in the Annex 4 of this Agreement. For the above purposes, Active User, Device and Per Quote Requests shall be deemed Units of Count. 9.1. Active User Licensed Data access by means of an Active User, identified by an Access ID Code, requires that the Contracting Party meets the following provisions: a) The Contracting Party shall provide BMEMD with a list of their End Users assigned as Active User, including for each one of them a code that permits their unambiguous and unequivocal identification. Said list of End Users of the Contracting Party and their corresponding ID codes shall be designed and upkept in a manner that allows BMEMD to audit and verify its validity at any given time and circumstance. b) The Contracting Party shall certify to BMEMD that it has in place all necessary technical controls to ensure the correct management to the access and usage of the Real-Time Data it receives from their Data Providers and/or from BMEMD, and to link such access and usage to the End Users identified as such, and to the corresponding Devices. c) The Contracting Party shall have in place all necessary agreements for the management of reports with all the Data Providers affected by the per user fee, and shall provide BMEMD with the list of references said Data Providers will include in their corresponding monthly reports, as well as their correspondence to the codes provided according to abovementioned section a). BMEMD may prescribe the application of the said per user fee regime after a test period during which BMEMD will carry out all necessary checks between the reports submitted by the Contracting Party regarding the use of Real- Time Data carried out by the End Users, and the reports submitted, in compliance with their information obligations, by the Data Providers affected by said regime regarding the before mentioned End Users. Such test period should be at least one month. BMEMD shall cease to issue invoices to the Data Providers for the amounts related to the Devices ascribed to the per user fee, and shall issue said invoices to the Contracting Party for the corresponding End Users, in accordance with the fee established for this purpose in Annex 4 of this Agreement (“Fee per Active User”). 9.2. Devices Licensed Data access/usage by means of a Device, identified by an Access ID Code (including those related to “Non- Display Usage”), requires an authentication process established by the Contracting Party’s Group, which shall ensure, at BMEMD’s discretion, that the user identified with such code is the sole user accessing/using the Licensed Data. To guarantee the uniqueness of a Device as Unit of Count in this Agreement, the Contracting Party shall be responsible for ensuring that every Access ID Code linked to any Device, complies with the following conditions: 9.2.1 No Access ID Code shall be used by more than one user. 9.2.2 In no manner shall the Access ID Code make possible simultaneous access/usage of the Licensed Data. The application of the specific fees for those BMEMD Data usages linked to this Unit of Count (Device) is referred in Annex 4 of this Agreement. In this sense, such specific fees will be applicable to any BMEMD Data usage (previously identified by the Contracting Party as linked to the Device Unit of Count model, and so authorized by BMEMD), and to every BMEMD Customer, under this Unit of Count model, in a non-discriminatory way. The result of the associated calculations (User ID Codes identifying Devices and applicable fees) will be part of the monthly report, in accordance with the provisions of Clause 10.