TERMS OF SERVICE FOR TRENDMETRIX SOFTWARE, SITE AND SERVICES
IMPORTANT INSTRUCTIONS: Please carefully read the following instructions and Terms of Service before downloading.
By downloading and installing SEO Studio, you agree to follow these important instructions:
IMPORTANT -- READ CAREFULLY: The Terms of Service for Trendmetrix Software Software, Site and Services (these "Terms of Service") is a legal agreement between you (either an individual or an entity) and Trendmetrix Software, Inc. its suppliers and licensors (collectively "Trendmetrix Software") for SEO Studio (the "Software"), beta.Trendmx.com and www.Trendmx.com (the "Site") and Trendmetrix Software (the "Services"). By clicking on the "Accept" button or otherwise using or accepting the Software, Site and/or Services, you agree to be bound by the terms of these Terms of Service. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, DO NOT CLICK ON THE "ACCEPT" BUTTON AND DO NOT USE THE SOFTWARE, SITE OR SERVICES. YOU AGREE THAT YOUR USE OF THE SOFTWARE, SITE AND/OR SERVICES ACKNOWLEDGES THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTAND THEM, AND AGREE TO BE BOUND FOR MORE INFORMATION VISIT http://www.trendmx.com
THE SOFTWARE, SITE AND SERVICES PROVIDED TO YOU UNDER THESE TERMS OF SERVICE IS FOR ONE COPY OF THE SOFTWARE IN ORDER TO INSTALL AND USE MULTIPLE COPIES OF THE SOFTWARE OR ACCESS THE SITE OR SERVICES BY MULTIPLE PERSONS, YOU MUST OBTAIN MULTIPLE LICENSES FOR EACH COPY OF THE SOFTWARE YOU ARE INSTALLING PER COMPUTER CPU BASIS.
1. Description of Services. Trendmetrix Software provides
Once you have downloaded and installed the Software, you will be able to access the Services through the Software (visit http://www.trendmx.com for details). The SEO Studio software and its search engine knowledge databases are stored locally in system files on your computer and, on the Trendmetrix's Software's web servers. It is sent to and from such servers as part of the Software's functionality (i.e., updating the Software, and/or search engine knowledge databases).
The Software supports the following tasks:
a)Automated and manual web site submissions to search engines, and directories.
b)Real time interactive keyword analysis with keyword highlighting.
c)Keyword Spy reporting compares the top web sites against yours with keyword highlighting.
d)Keyword based ranking reporting on multiple search engines and domains.
e)Multiple domain project management and reporting including Email support.
f)Customized reporting with your company name and logo.
Additional features may be added and made available to you from time to time.
Upgrade to the latest version of SEO Studio when notified. Periodically, you will receive notifications that a new version of Trendmetrix Software is available. In most cases, all that you will need to do is click "install" or "ok" to upgrade to the newer version.
Software Upgrade policy
You are entitled to receive free program updates for up to one year from the date you have purchased a licensed copy of the Software. You need to purchase database engine updates after the Database Engine Update expires, in order to receive free program updates, pricing details are available by visiting http://www.trendmx.com.
Database Engine Update policy
You are entitled to receive free updates for up to one year from the date you have purchased a licensed copy of the Software. The Search engine database engine is updated frequently as Search engine algorithms changes. We monitor these changes on an hourly basis and keep the Software's operation error free when you download the database engine updates. You need to purchase database engine updates after the Database Engine Update expires, pricing details are available by visiting http://www.trendmx.com.
You have 30 days from the date of purchase to make a refund claim by notifying us via email, expressing your intent to cancel the Software agreement and have the full purchase price of the Software refunded excluding Search engine database update agreements. You shall immediately discontinue use of the Software, Site and the Services, and are required to remove the Software from any PCs you have purchased licenses for and made a refund claim.
2. Personal and Commercial License.
Trendmetrix Software grants you a non-exclusive, non-transferable license for the Software to access the Services. Under this license YOU MAY ONLY: (i) use the Software for your personal or commercial use; (ii) install the Software in only one (1) computer; and (iii) make one (1) copy of the Software in machine readable form solely for back-up purposes, provided that you reproduce all proprietary notices on the copy.
a) YOU MAY NOT: (i) prepare derivative works based on the Software; (ii) reproduce the Software except as specifically provided in this Agreement; (iii) sell, assign, transfer, license, sublicense, publish, disclose, display, or otherwise make available the Software or copies thereof in any form whatsoever to any third parties or use the Software for any third party's data processing, computing, or other needs; (iv) modify, translate, reverse engineer, decompile, or disassemble, the Software, subject to applicable law to the contrary; or (v) remove any proprietary notices, labels, or other identifying marks on the Software. These Terms of Service shall not be interpreted as granting to YOU any license or right not expressly granted herein. This license in not a sale. ALL RIGHTS TO THE Software NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY TRENDMETRIX Software OR ITS SUPPLIERS.
b) You agree that you shall only use the Software, Site and Services in a manner that complies with all applicable laws in the jurisdictions in which you use the Site and Services, including, but not limited to, applicable restrictions concerning privacy, copyright and other intellectual property rights.
c) You may not use the Software, Site or Services to send unsolicited, promotional mass electronic email messages or notifications to one or more recipients or systems (known as "spamming"). Any promotional electronic messages, which are sent in an unsolicited manner to ten (10) or more recipients, or any series of unsolicited promotional electronic messages to single user, will be considered as spamming.
d) You may not use the Software, Site or Services to upload, post, email, otherwise transmit, or post links to: (i) any unsolicited or unauthorized advertising or promotional materials; or (ii) content which is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of privacy or publicity rights, hateful, or racially, sexually, ethnically or otherwise objectionable.
4. Trendmetrix Software's Right to Terminate or Modify Services.
Trendmetrix Software may modify these Terms of Service or the Services upon notice to you (including without limitation, charging for the Software, Site and/or Services). In the event Trendmetrix Software modifies these Terms of Service or the Services, you may terminate your use of the Software, Site and the Services. Trendmetrix Software may terminate these Terms of Service and any Services at any time. Trendmetrix Software may provide notice by email or by publishing the changes its website. These Terms of Service, and your right to use the Software, Site and Services, will automatically terminate if you fail to comply with any term. No notice shall be required from Trendmetrix Software to effect such termination. Upon any termination of these Terms of Service (whether by you or Trendmetrix Software), you shall immediately discontinue use of the Software, Site and the Services.
5. Personal Information and Privacy.
Title, ownership, rights, and intellectual property rights in and to the Software, Site and Services shall remain in Trendmetrix Software and/or its suppliers. The Software, Site and Services are protected by the copyright laws of Canada and other countries, and by international copyright treaties. Title, ownership rights and intellectual property rights in and to the content accessed through the Services shall be retained by the applicable content owner and may be protected by applicable privacy, copyright or other laws.
7. LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL TRENDMETRIX Software OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER OR FOR DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS ARISING OUT OF THESE TERMS OF SERVICE OR THE USE OF OR INABILITY TO USE THE Software, SITE OR SERVICES, EVEN IF TRENDMETRIX Software HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH TRENDMETRIX Software RELATED TO THESE TERMS OF SERVICE OR THE Software, SITE OR SERVICES SHALL BE CANCELLATION OF THE Software LICENSE AND SERVICES. IN THE EVENT A COURT AWARDS DIRECT DAMAGES DESPITE THE FOREGOING, SUCH DAMAGES SHALL NOT EXCEED THE LESSER OF $10.00 OR THE AMOUNT YOU PAID FOR THE Software AND SERVICES. Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.
You agree to hold harmless, indemnify and defend Trendmetrix Software, its officers, directors and employees, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) arising out of or relating to any claims that you have (i) used the Software, Site or Services in violation of another party's rights or in violation of any law, or (ii) violated any terms of these Terms of Service.
9. Export Restrictions.
You cannot export or re-export the Software in any form without the appropriate Canadian and foreign government licenses. You will not, directly or indirectly, export or transfer the Software to any country to which transmission is prohibited by applicable statute. Your failure to comply with this provision is a material breach of these Terms of Service.
a). No Assignment. The Software and Services are personal to you, and may not be assigned without Trendmetrix Software's express written consent.
b). Governing Law; Jurisdiction. These Terms of Service are governed by the laws of Ontario, excluding its choice of law provisions. You agree to bring and defend any actions related to these Terms of Service exclusively in the state of federal courts located in province of Ontario, Canada. These Terms of Service will not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
c). Injunctive Relief. To the extent that you have breached or have indicated your intention to breach these Terms of Service in any manner which violates or may violate Trendmetrix Software's intellectual property rights, or may cause continuing or irreparable harm to Trendmetrix Software (including, but not limited to, any breach that may impact Trendmetrix Software's intellectual property rights, or a breach by reverse engineering), Trendmetrix Software may seek injunctive relief, or any other appropriate relief, in any court of competent jurisdiction.
d). Complete Agreement. These Terms of Service shall constitute the complete and exclusive agreement between us, notwithstanding any other written instrument submitted by you, whether formally rejected by Trendmetrix Software or not. The terms and conditions contained in these Terms of Service may not be modified by you except in a writing duly signed by you and an authorized representative of Trendmetrix Software. If any provision of these Terms of Service is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances.