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Exhibit 10.36
     LLC AGREEMENT
 OF
 PROJECT APOLLO LLC
 DATED FEBRUARY 1, 2007




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TABLE OF CONTENTS
 PageARTICLE I DEFINITIONS
    
    
    1ARTICLE II BUSINESS PURPOSE AND ACTIVITIES
    
    
    82.01.
    
    Place of Business
    
    
    82.02.
    
    Conduct and Nature of Business; Prohibited Activities
    
    
    82.03.
    
    Marketing Rights; Rights to Company Data
    
    
    92.04.
    
    Rights to the Data and Improvements
    
    
    9ARTICLE III FORMATION AND TERM
    
    
    103.01.
    
    Formation
    
    
    103.02.
    
    Members Interests
    
    
    103.03.
    
    Name
    
    
    103.04.
    
    Term
    
    
    103.05.
    
    Registered Agent and Office
    
    
    103.06.
    
    Principal Place of Business
    
    
    113.07.
    
    Qualification in Other Jurisdictions
    
    
    113.08.
    
    Reliance by Third-Party Creditors
    
    
    113.09.
    
    Title to Assets
    
    
    113.10.
    
    Payment of Individual Obligations
    
    
    11ARTICLE IV MANAGEMENT OF THE COMPANY
    
    
    114.01.
    
    Members Committee
    
    
    114.02.
    
    Management of the Company
    
    
    134.03.
    
    Prior Approval
    
    
    13ARTICLE V RELATED AGREEMENTS & ANCILLARY LICENSING
    
    
    165.01.
    
    ACNielsen Exclusive Vendor Services Agreement
    
    
    165.02.
    
    Access to Properties and Records
    
    
    165.03.
    
    Transitional Services; Real Estate Arrangements
    
    
    175.04.
    
    Further Assurances
    
    
    175.05.
    
    Authorized Action
    
    
    175.06.
    
    Business Services Agreement
    
    
    17ARTICLE VI FUNDING, ALLOCATIONS, DISTRIBUTIONS AND CAPITAL ACCOUNTS
    
    
    176.01.
    
    Funding Obligations
    
    
    176.02.
    
    Third-Party Financing
    
    
    176.03.
    
    Cash Contributions and Distributions
    
    
    176.04.
    
    Fiscal Year
    
    
    186.05.
    
    Allocations and Distributions Between Members
    
    
    196.06.
    
    Members Failure to Meet Funding Obligations After Pilot Period
    
    
    196.07.
    
    Capital Accounts
    
    
    206.08.
    
    Accounting Procedures
    
    
    206.09.
    
    Principal Tax Matters
    
    
    216.10.
    
    Organizational Expenses
    
    
    226.11.
    
    Withholding
    
    
    22
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Page6.12.
    
    
    Classification
    
    
    23ARTICLE VII BUDGETS AND BUSINESS PLANS
    
    
    237.01.
    
    
    Business Plans and Budgets
    
    
    237.02.
    
    
    Approval by the Members Committee
    
    
    247.03.
    
    
    Default Budget
    
    
    247.04.
    
    
    Default Business Plan
    
    
    24ARTICLE VIII CERTAIN REPRESENTATIONS, WARRANTIES, AND COVENANTS
    
    
    248.01.
    
    
    Authorization
    
    
    248.02.
    
    
    Absence of Conflict
    
    
    258.03.
    
    
    Certain Covenants
    
    
    25ARTICLE IX TRANSFERABILITY OF INTEREST
    
    
    289.01.
    
    
    Restricted Transfer of the Company Interest
    
    
    28ARTICLE X DISSOLUTION; BUY/SELL OPTION
    
    
    2910.01.
    
    
    Dissolution; Initiation of Buy/Sell Option
    
    
    2910.02.
    
    
    Buy/Sell Option Procedure
    
    
    2910.03.
    
    
    Buy/Sell Closing
    
    
    3110.04.
    
    
    Dissolution Option.
    
    
    3110.05.
    
    
    Judicial Dissolution
    
    
    33ARTICLE XI FORCE MAJEURE
    
    
    33ARTICLE XII LIABILITY, EXCULPATION, INDEMNIFICATION AND INSURANCE
    
    
    3412.01.
    
    
    Liability
    
    
    3412.02.
    
    
    Duties and Liabilities of Covered Person; Exculpation
    
    
    3412.03.
    
    
    Indemnification
    
    
    3412.04.
    
    
    Advancement of Expenses
    
    
    3512.05.
    
    
    Notice of Proceedings
    
    
    3512.06.
    
    
    Insurance
    
    
    36ARTICLE XIII GENERAL PROVISIONS
    
    
    3613.01.
    
    
    No Publicity or Advertisement Without Prior Consultation
    
    
    3613.02.
    
    
    Severability
    
    
    3613.03.
    
    
    Article and Section Headings, Schedules and Exhibits
    
    
    3613.04.
    
    
    Counterparts
    
    
    3613.05.
    
    
    Gender and Number
    
    
    3613.06.
    
    
    Expenses
    
    
    3713.07.
    
    
    Notices
    
    
    3713.08.
    
    
    No Third Party Beneficiaries
    
    
    3813.09.
    
    
    Governing Law; Arbitration
    
    
    3813.10.
    
    
    Modifications, Amendments or Waivers
    
    
    3813.11.
    
    
    Assignment, Successors and Assigns
    
    
    3813.12.
    
    
    Remedies
    
    
    3813.13.
    
    
    Status of Option Agreement
    
    
    39
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Page13.14.
    
    
    Joint Preparation
    
    
    3913.15.
    
    
    Entire Agreement
    
    
    3913.16.
    
    
    Further Assurances
    
    
    39
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Company TNC-NMR Arbitron th
  WHEREAS, Amendment No. 1 Original Option Agreement Amendment No. 2
 WHEREAS, TNC inter alia
 WHEREAS,
 NOW, THEREFORE,
 
  ACNielsen
 Agreement
 Affiliate provided however
 1




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Amendment No. 1
 Amendment No. 2
 Applicable Feeds
 Apollo Activities
 Approved Budget
 Approved Business Plan
 Arbitron th
 Assets
 Business
 Business Services Agreement
 Buy/Sell Closing
 Capital Account
 Capital Contributions
 CBET
 Certificate
 Claims and Expenses
 Code
 2




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Collecting Party
 Combined Data
 Company
 Consumer Information
 Controlling Member
 Cost Sharing Agreement
 Covered Person
 Default Budget
 Delaware Act
 Disabling Conduct
 Execution Date
 Encoder
 Final Purchase Price
 3




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Financial Statements
 Force Majeure
 Review Period
 Four Network Milestone
 Funding Obligations
 GAAP
 Homescan Panel
 Indebtedness
 Interest
 Internet
 4




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Investment Banking Firm
 IRS
 Judicial Review
 Law
 Licensed Improvements
 Local Market Activities
 Management
 Market
 Members
 Members Committee
 New Product Prohibited Product Actions
 Noncontributing Member
 Original Option Agreement
 Other Member
 5




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Percentage Interest
 Person
 Pilot Period
  Three Network Milestone
Date
 Four Network Milestone
Date Milestone
Dates
  Fully Encoded Panel
 Data
Date
 Review Period
 Pilot Period Budget
 Pilot Sponsors
 Portable People Meter PPM
 6




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PPM Data


President


Primetime Viewership Shares


Proposer


Proposers Notice


Proposers Purchase Price


Purchase Information


Recipient


Recipients Purchase Price


Related Agreements


Representative


Single-Source Marketing Panel .


Service Provider


Subsidiary


7



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Tax Audit
 Tax Matters Member
 Territory
 TNC-NMR
 TNC
 Three Network Milestone
 Treasury Regulations
 Updates
 Valuation Report
 Vendor Services Agreement
 
 Place of Business
  Conduct and Nature of Business; Prohibited Activities
 Business
 8




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provided however
 Marketing Rights; Rights to Company Data
    Rights to the Data and Improvements
 provided however
 provided however
 provided however
 9




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Formation
  Members Interests
  Name
  Term
  Registered Agent and Office
  10




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Principal Place of Business
  Qualification in Other Jurisdictions
  Reliance by Third-Party Creditors
  Title to Assets
  Payment of Individual Obligations
  
 Members Committee
 General ,
 11




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Members Committee
 Meetings provided
 One Vote Per Member/Dispute Resolution
 Decisions
  12




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Invitees
 Management of the Company
 President
 Other Officers
 Other Employees
 Prior Approval
    13




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14




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15
        
 ACNielsen Exclusive Vendor Services Agreement
 Exhibit
A
 Access to Properties and Records
  16




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Transitional Services; Real Estate Arrangements
  Further Assurances
  Authorized Action
  Business Services Agreement Exhibit B
 
 Funding Obligations
  Third-Party Financing
  Cash Contributions and Distributions
 Intent
  17




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Shared Equally
 During Pilot Period
 After Pilot Period provided however provided further provided further
 Fiscal Year 18
        Allocations and Distributions Between Members
 Distributions to the Members
 Profits and Losses
 Members Failure to Meet Funding Obligations After Pilot Period
 Noncontributing Member Other Member
   Controlling
Member
 19




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provided however
  Capital Accounts
  Accounting Procedures
 Accounting Principles
 Financial Statements
 20




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Principal Tax Matters
 Tax Matters Member IRS provided however
  Tax Audit Judicial Review
 Final Adjustment
 21




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Organizational Expenses
  Withholding
 provided however 22
        Classification
  
 Business Plans and Budgets
 st
 st th
 23
        Approval by the Members Committee
  Default Budget
 Default Budget
 Default Business Plan
  
 Authorization
 24




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Related
Agreements
 Absence of Conflict
  Certain Covenants
  provided however that Service Provider
 25




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1.
    
    Single media data, collected
electronically or not, whether or not combined with store/venue
traffic information, product purchase information or Consumer
Information, independently of Apollo JV;2.
    
    Data that combines, through data
fusion or other means of data integration or analysis, the
multimedia data from one panel with the consumer data from a
separate panel;3.
    
    Data relating to the measurement
of direct mail, whether on a standalone basis or in combination
with any other data or combinations of data permissible in
Sections 8.03 herein;4.
    
    Data that relates only to
consumer or retail data, but not media data;5.
    
    Single-panel data for both
consumer behavior and exposure to multimedia, but only if and in
so far as such multimedia data includes only one medium received
outside of retail stores, malls and similar retail environments;6.
    
    Single-panel data for both
consumer behavior and exposure to multimedia but only if and in
so far as such multimedia data is collected via panelist or
interviewer-completed surveys, including paper surveys, phone
surveys, and web surveys that panelists or interviewers fill out
by typing, clicking or similar manual or other personal effort;7.
    
    Single-panel data for both
consumer behavior and exposure to multimedia, so long as the
multimedia only includes one medium additional to Internet and
only if and in so far as such consumer data includes only
Internet purchases and related consumer behavior.
  26




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Collecting Party Local Market Activities provided however provided however 27
           
 Restricted Transfer of the Company Interest
 28
        
 Dissolution; Initiation of Buy/Sell Option
 Dissolution by Mutual Agreement
 Initiation of Buy/Sell Option
 Buy/Sell Option Procedure
 Proposer Proposers Purchase
Price Valuation Report
 Proposers Notice Recipient
 Final
Purchase Price 29
       Recipients Purchase Price
      30




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Buy/Sell Closing
    1 2 1 2
 Dissolution Option.
  provided
  31




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(1)
    
    Three Network Milestone by
[********]; or(2)
    
    Four Network Milestone by
[********];
     Apollo
Activities provided 32
         Judicial Dissolution
 
 provided
 33




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Liability
 General
 Liability for Amounts Distributed
 Duties and Liabilities of Covered Person; Exculpation
   Indemnification
 Claims and Expenses 34
       provided
 Advancement of Expenses
 provided
 Notice of Proceedings
 provided provided provided further
 35




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Insurance
  
 No Publicity or Advertisement Without Prior Consultation
  Severability
  Article and Section Headings, Schedules and Exhibits
  Counterparts
  Gender and Number
 36




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Expenses
  Notices
   
 
  
  
 37




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No Third Party Beneficiaries
  Governing Law; Arbitration
  Modifications, Amendments or Waivers
  Assignment, Successors and Assigns
  Remedies
 38
      Status of Option Agreement
 Joint Preparation
  Entire Agreement
  Further Assurances
  39
      ARBITRON INC.By:
    /s/ Stephen B. MorrisName:
    Stephen B. MorrisIts:  President and Chief Executive OfficerNIELSEN MEDIA RESEARCH, INC.By:
    /s/ John A. DimlingName:
    John A. DimlingIts: