IMPORTANT - READ CAREFULLY: This License Agreement is a legal agreement between you (either an individual or a legal entity) and WebCEO LP for all editions of the software product specified above. As used in this Agreement, "we", "our", and "us" refer to WebCEO LP as the licensor, and "you" and "your" refer to you as the licensee. The "Product" includes the computer software itself and any associated media, electronic documentation and documentation and accompanying items including, but not limited to, the executable programs, drivers, libraries or whatsoever that originates from the intellectual labor of WebCEO LP. The "Product site" refers to http://www.webceo.com.

YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT BY INSTALLING, COPYING, OR OTHERWISE USING THE PRODUCT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE PRODUCT. YOU AGREE THAT BY INSTALLING OR USING THE PRODUCT YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THIS LICENSE, UNDERSTOOD IT, AND AGREED TO BE BOUND BY ITS TERMS AND CONDITIONS.

WebCEO LP grants you the following rights provided that you comply with all terms and conditions of this license agreement such as:

• Installation and use. You may install, run and use one copy of the Product on a single computer at a time. WebCEO LP permits you to install, run and use one copy of the Product on a single notebook under condition the other copy of the Product is not run on your primary computer at the same time. You may transfer the machine-readable portion of the Product from one computer to another computer, provided that a) the Product (including any portion or copy thereof) is erased from the first computer, and b) there is no possibility that the Product will be used on more than one computer at a time.
• Reservation of Rights. The Product is not sold to you. Rather, it is licensed on a non-exclusive basis solely for use by you and you alone, under the terms of this Agreement. WebCEO LP retains all title to and ownership of the Product and reserves all rights not expressly granted to you hereby.

The Product has two basic licensing models also known as the Product editions and three additional subscription-based services that are included into and accompany the Product:

1. Free Trial. The Free Trial license permits you to utilize all tools bundled with the Product including the HitLens statistical service described below and any other 'subscription based' services bundled with Web CEO for a limited period of time also known as a trial period.
2. Professional. The Professional license enables you to provide professional services to third parties with the aid of the Product. However this in no way alienates the right of WebCEO LP to own the Product. The licensee of the Professional license is only permitted to use the Product in their professional activities without passing it to the third parties. The Professional license of the Product does not give you the right to sell, rent or distribute the Product.
3. HitLens Statistical Service. The HitLens statistical service bundled with the Product is a premium Web traffic analysis service. The unit of analysis is analysis exposure. One analysis exposure equals a so-called page view of Web documents that bear the HitLens tracking code and/or any other statistical request made to our Datacenter (tracking of file downloads, ad campaigns, etc), this is reflected in the statistical and analytical reports of HitLens. Your credit card will be subject to monthly charges for all analysis exposures. The amount charged to your credit card is calculated in accordance with the HitLens service pricing stated at the Product site. See Section 'TERMS OF PAYMENT' below.
4. Website Monitoring Service. The Website monitoring service integrated with the Product's interface is designed to monitor the availability of your server or host to your visitors. The unit of analysis is one day of server or host monitoring either full or partial, i.e. your credit card will be charged based on the number of complete and incomplete days your server or host has been monitored. The amount charged to your credit card is calculated in accordance with the website monitoring service pricing stated at the Product site.
5. Search Engine Knowledge Base Support Service. While, as a licensee, you have the right to use the Product during its lifetime, the Product uses multiple knowledge bases for performing different tasks such as search engine optimization, submission, keyword research, rank checking, etc. WebCEO LP offers three months of free Knowledge Base support with every purchase of the Product. After expiration of this period you will need to extend your Knowledge Base support to keep your knowledge bases regularly updated. All details concerning our Search Engine Knowledge Base Support Service and its pricing can be found at the Product site.

You receive free upgrade modules only within the Product version that was licensed. For example, if you have licensed the Professional edition of the Product, version 7.x., you are authorized to upgrade the Product only within this revision for free. If you wish to make transition to the version 8.x. or higher of the Product, you will need to purchase the Upgrade. The Upgrade pricing details can be found at the Product site prior to or after the release of the next version of the Product. As a licensee of the Product you will be notified of the next release via your e-mail or any other contact information you provided to us. The Terms of Upgrade do not cover Knowledge Base Updates. See Section 'TERMS OF UPDATES AND LICENSE VERIFICATION'.

There are two types of updates:

1. General Updates. These updates improve the Product and make its operation more stable and bug-free. These updates are free within the lifetime of the Product.
2. Search Engine Knowledge Base Support Service. Since the nature of the Product supposes frequent changes of factors beyond our reach (e.g., search engines ranking algorithms), we constantly maintain and develop several knowledge bases. We provide you with free Knowledge Base Updates within three months from the initial purchase of the Product. After this period expires, Knowledge Base Updates are offered as a premium service. See 'DEFINITION OF LICENSING MODELS AND ADDITIONAL SERVICES'.

License Verification is necessary to uniquely identify you to the Datacenter so that you can view your Web traffic statistics and receive the latest updates. It also verifies that the Product was legally purchased. Important Note: We do not collect information that is not directly connected with the Product functionality and operation and will never reveal your license details to any third party.

All payments are made through the special 'My Account' interface designed to enable easy management of your user account with the Product. All transactions are processed via a Secured Socket Layer connection with 256-bit encryption providing you with the highest protection level. The 'My Account' utility can be accessed from within the Product.

WebCEO LP will charge your credit card in accordance with the following rules:

1. Your credit card is charged upon purchasing the Product.
2. Your credit card is subject to additional charges if you have enabled any subscription based services, e.g. HitLens, website monitoring and/or need to extend your Knowledge Base support. Pricing for any bundled services, including the HitLens statistical service as well as details of pricing for the Knowledge Base Support service are indicated at the Product site.
3. All charges to your credit card are reflected in Invoices that can be found in 'My Account'.
4. WebCEO LP reserves the right to stop providing any of the subscription based services, e.g. HitLens, Website Monitoring and / or your Knowledge Base support, in case your credit card failed to be properly charged in accordance with any of the issued Invoices.

The supply of such services can be restarted after your credit card details are updated through 'My Account' and your credit card succeeds to serve all the Invoices pending. In this case, WebCEO LP does not assume the obligation to preserve on our server any information related to or produced in the course of performance of such services before the cancellation, e.g. statistical data, monitoring results etc. The exact and up-to-date rules regulating cancellation and recommencement of the subscription based services can be found at the Product site.

The exact rules of cancellation and recommencement of the subscription based services can be found on the Product site.

All newly-purchased copies of the Product are covered with 30-day unconditional money-back guarantee. To receive a refund you must contact the Product Support Team at support@webceo.com within the period of 30 days since the purchase of the Product and expressly state your decision to cancel the purchase.

Payments charged for bundled services including, but not limited to, HitLens, Website Monitoring Service and Knowledge Base Support are NOT subject to refunds.

See 'DEFINITION OF LICENSING MODELS AND ADDITIONAL SERVICES' above for more details about the HitLens service and the Knowledge Base Support service.

In as much as the subscription based services are billed at the end of the service period, it is possible that your credit card fails to cover the amount due for the services actually provided. In this case, the above mentioned amount constitutes your debt to WebCEO LP Therefore, WebCEO LP may undertake additional attempts to charge your credit card, using the credit card information you provided, until the debt is fully paid off. WebCEO LP may, though it does not have the obligation to, attempt to settle the debt amicably, including the use of e-mail and phone notifications and reminders.

WebCEO LP reserves the right, at any moment of your indebtedness, to contract a debt collection agency (the Contractor) in order to claim the amount due from you as the debtor. WebCEO LP may authorize the Contractor to undertake any appropriate legal action required to collect the debt, including filing a lawsuit. In the event an attorney’s fees and/or other litigation costs are necessary to collect on an account not paid when due, said fees shall be charged to you as the debtor. Any court cost, countersuit cost, or other legal cost must be paid up front by the Contractor and charged to you, as the debtor.

WebCEO LP also reserves the right to transfer such receivables to third parties, in which case the third party becomes interested in, and responsible for, collecting the amount due from the debtor.

You may not reverse engineer, decompile, or disassemble the Product, except and only to the extent that it is permitted by applicable law notwithstanding this limitation.

Without prejudice to any other rights, WebCEO LP may cancel this License Agreement if you do not abide by the terms and conditions of this License Agreement, in which case you must destroy all copies of the Product and all of its parts.

WebCEO LP provides the Product and any accompanying service AS IS AND WITH ALL FAULTS, and hereby disclaims all other warranties and conditions, either express, implied or statutory, including, but not limited to, any implied warranties, duties or conditions of merchantability, of fitness for a particular purpose, of reliability or availability, of accuracy or completeness of responses, of results, of workmanlike effort, of lack of viruses, and of lack of negligence, all with regard to the Product, and the provision of or failure to provide support or other services, information, software, and related content through the Product or otherwise arising out of the use of the Product. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, AND CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THE PRODUCT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WebCEO LP BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE PRODUCT, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE PRODUCT OR OTHERWISE ARISING OUT OF THE USE OF THE PRODUCT, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF WebCEO LP, AND EVEN IF WebCEO LP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The Product is protected by copyright and other intellectual property laws and treaties. WebCEO LP owns the title, copyright, and other intellectual property rights in the Product. The Product is licensed, not sold.

This Agreement will be governed by the laws of England and Wales, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the state courts located in London, England and you irrevocably consent to the jurisdiction of those courts and waive any claim that those courts constitute an inappropriate venue or inconvenient forum. You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will bind, insure to the benefit of and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.