Definitions:


Software shall mean the server, client and computer programs contained in this package, together with any updates subsequently provided by Bruce Clay, Inc. Documentation shall mean all of the on-line or printed materials provided by Bruce Clay, Inc. Software Copies shall mean actual copies of all or any portion of the Software and includes updates and backups. Reports shall mean the online, printed, or reproduced output of Software. Pages shall mean any web site materials produced by Software, or any programming code initiated, suggested, or provided by Bruce Clay, Inc., and that was installed on Licensee computers or web sites. Documentation Copies shall mean actual copies of all or any portion of the Documentation and includes any updates. Product shall mean the collection of all of the above. Licensee and Client are synonymous and represent the person or entity agreeing to these terms and conditions. Agreement shall mean this Software License Agreement in its entirety.

Subscription License:


Bruce Clay, Inc. agrees to grant the user a license that is non-exclusive and non-transferable in exchange for negotiated fees. The license only allows the user to use the Product contained herein for a specific duration and limited transaction counts and only when fees are paid. The rights granted herein are limited to the use of the Software, Software Copies, Reports, Pages, Documentation and Documentation Copies as defined within the Agreement. All rights not specifically granted in this Agreement are reserved by Bruce Clay, Inc.

Notice: You are restricted to a certain number of configurable items or transactions per period depending upon the product. If you are operating at a higher volume than the allowed number of transactions per period you must contact our technical support group at 805-517-1900 for incremental product pricing. Since we are logging and processing this data, you may be charged for additional transactions or you may be asked to remove the product code from your site and we will process a refund for the appropriate subscription fee. Failure to remove the product when asked is a violation of this agreement.

For the SEOToolSet, additional features are available under special pricing for SEO firms, large corporate clients, and other power users. These features include report header/footer customization, more logins per week (standard subscription allows 25 logins per week), more keywords per account (standard subscription allows 50 keywords per domain), and deeper monitoring (standard subscription monitors to 30 positions checked). If interested, call us at 866-517-1900.

Permitted Uses:

The Licensee may use the Software in the following ways: execute the Software only from Bruce Clay, Inc. servers; installation of Pages on Licensee web servers; and to utilize Reports produced by Software only within user organization and by user staff. Users are to maintain confidentiality about the Product comparable to that of their own confidential materials.

Prohibited Uses:


The Licensee may not: install the Software onto their computers; copy the Software onto another web site or computer for any purpose; circumnavigate or tamper with the licensing mechanism; distribute copies of the Software or Documentation to others; under any circumstances attempt to rewrite, recompile, disassemble, reverse-engineer or tamper with any of the Software or Software Copies; interface any portion of Product with other software systems; reproduce, transmit, transcribe or store in a retrieval system the Documentation or Documentation Copies in any form by any means without the written consent of Bruce Clay, Inc.

Limitations:


This license grants the user limited rights to use the Software, Software Copies, Reports, Pages, Documentation and Documentation Copies as provided in this Agreement. Bruce Clay, Inc. retains sole title to all the Software, Software Copies, Reports, Pages, Documentation and Documentation Copies and derivatives of same. The Licensee agrees to protect the Software, Software Copies, Pages, Documentation and Documentation Copies from unauthorized publication, use, reproduction or distribution.

Term:


This license is effective from the date you receive access to the Software, Pages, and Documentation, and continues (except for a one-time initial trial period of fifteen days) for a minimal license period or subscription limit as evidenced by your original acceptance, correspondence, receipt, or invoice from date of subscription. This license will terminate if the Licensee fails to comply with any term or condition in this Agreement, including failure to pay associated fees when due. Upon any failure to comply with the terms of this agreement, Bruce Clay, Inc. reserves the right to terminate the license. Upon notice of termination, the Licensee will have a maximum of thirty days to return all copies (if any) of any and all Product materials (Software, Pages and Documentation) to Bruce Clay, Inc. Licensee may not continue to utilize any portions of Product in any way and under any circumstances after this 30 day period if this license has been terminated. Licensee will not be entitled to a refund of amount paid for the license to use the Software and Documentation, or any other amounts for any reason.

Limited Warranty:


Bruce Clay, Inc. warrants to the original Licensee that the original software package is free from defects in material and workmanship under normal use and service for a period of thirty (30) calendar days from purchase as evidenced by your original receipt or invoice. If any defects are apparent, Bruce Clay, Inc. will repair the software package at their option, provided that the original Licensee provides a copy of the dated receipt or invoice. Bruce Clay, Inc. shall not be liable to the Licensee or any other person for any special, consequential, indirect or other similar damages or claims including loss of profits or any other commercial damage caused or imagined to have been caused directly or indirectly by the use of the Software. Bruce Clay, Inc. does not warrant or imply that search engines or directories reported in this Software shall remain in this product, and they may change at the option of Bruce Clay, Inc. Bruce Clay, Inc. specifically disclaims all other warranties, expressed or implied. Bruce Clay, Inc. makes no representations or warranties with respect to merchantability or fitness of Software for any particular purpose, business or application. Implied warranties of merchantability are expressly and specifically disclaimed. In no event shall Bruce Clay, Inc. have liability for damages to you or any other person to exceed the price paid for the license to use the Product regardless of the form of any claim.

Updates & Revisions:


Bruce Clay, Inc. reserves the right to modify and/or enhance the Software and its related Documentation without obligation to notify any person or organization or such modifications or enhancements. Modifications may be made at any time as determined by Bruce Clay, Inc.

Credits:


In certain cases our software places additional HTML code onto the client web server and site pages. Some of this code will include a link to pages within the BruceClay.com domain. Such links are to be retained and not deleted or modified without the prior authorization of Bruce Clay, Inc. If changes are detected then the Subscription may be revoked. You recognize that there may be an advantage to the author by having links to authors site and you accept that obligation.

Notice: Our tools have links to our site as author of the products. Such links are considered appropriate and mandatory for the subscription of our products, and yes, a link is a good thing for us. We feel that to offer a product on the web without a link to the author makes the product suspect, especially in a world full of adware, spyware, and spam. Please direct any inquiries about our products to our attention. If you do not want to link to our site then please do not subscribe.

Sample:

LinkMaps™ is a trademark of Bruce Clay, Inc.

This site subscribes to LinkMaps™, one of the many Search Engine Optimization tools and methodologies provided by Bruce Clay, Inc. (http://www.bruceclay.com). Bruce Clay, Inc. also provides free how-to information, advice, products and services for search engine ranking as well as good-practice advice on web architecture and design, marketing, and promotion.

Portions of this text may / will link to an author site as deemed appropriate by the author.

Acknowledgement:


By selecting "I Accept the Terms of the License Agreement," you acknowledge that you have read and understand this Agreement and agree to abide by its terms and conditions. You also agree that this is the complete and exclusive Agreement between us concerning Product and supersedes all prior agreements, proposals or communications, verbal or written, between us relating to the subject matter in this Agreement.