Subject Entities. Subject Entities may access their specific Managed Services Portal as MS Users thereunder so long as they agree to the terms and conditions hereof as if they were an “End User Customer” hereunder. Managed Services Customer will be fully responsible for and liable to BitSight for any failure by a Subject Entity to comply with the obligations or restrictions set forth in this Section and any activity in the Managed Services Portal that violates the terms of this Agreement.
Subject Entities. (a) In the event that the Subject Entities’ Aggregate Revenue, based on the compliance certificate delivered to the holders of the Notes in respect of the most recently completed Fiscal Year, is at the time of such delivery, less than the Subject Entity Cover Threshold based on such compliance certificate, the Company will promptly cause additional Subsidiaries to be included as Subject Entities as is required for the Subject Entities’ Aggregate Revenue to exceed the Subject Entity Cover Threshold. The Company may designate any Subsidiary as a Subject Entity at any time by notice in writing to the holders of the Notes.
Subject Entities. With respect to each Subject Entity that is a pass-through entity for U.S. federal income tax purposes and whose taxable year does not close as of the Closing Date, all income, gain, loss or deductions of such Subject Entity shall be allocated between the Purchaser and the Sellers as though the taxable year of such Subject Entity terminated at the close of business on the Closing Date. Notwithstanding this Section 11.3, the Parties acknowledge that the General Partner is subject to U.S. federal income tax reporting by the Partnership, which may use a different convention for prorating partnership items under Section 706 of the Code and the Treasury regulations promulgated thereunder.
Subject Entities. (a) In the event that the Subject Entities' Aggregate Revenue, based on the compliance certificate delivered to the holders of the Notes in respect of the most recently completed Fiscal Year, is at the time of such delivery, less than the Subject Entity Cover Threshold based on such compliance certificate, the Company will promptly cause additional Subsidiaries to be included as Subject Entities as is required for the Subject Entities' Aggregate Revenue to exceed the Subject Entity Cover Threshold. The Company may designate any Subsidiary as a Subject Entity at any time by notice in writing to the holders of the Notes. (b) The Company may remove a Subsidiary as a Subject Entity by notice to the holders of the Notes; provided that (i) no Default or Event of Default exists at the time of such removal or would result therefrom and (ii) the Company will be in compliance with the requirements of Subsection (a) above, assuming such removal had occurred on the last day of the annual financial period of the Company immediately preceding the actual date of such removal.
