Draft, pending legal review. This document is a draft and is not yet in force. The counsel-approved version becomes version 1.0 and takes effect when it is published.
This agreement covers Managed licenses on AEC Integrations (the "service"). The service is operated by The WBS Project ("AECi", "we", "us"). "You" means the company that holds the licenses. This agreement sits under our Terms of Service and our Vendor Terms. Both still apply.
You accept this agreement by ticking the required box on the Stripe checkout page: "I have read and accept the Managed plan agreement." Only an owner seat can reach that page. The person who ticks the box accepts for the company and confirms they have the authority to do so. We record the acceptance against your billing account and the seat that bought. We also record the time, the version of this agreement and the Stripe checkout session. A license we grant without a checkout is also covered by this agreement. By using it you accept the version in force on the day of the grant.
We keep the acceptance record for as long as your company has a vendor account, and after that for as long as we need it as evidence. Owner seats can see the company's acceptance records in the portal.
What a license is and does
A license is one Managed slot. You assign it to one product. A product with a license assigned is on Managed. Its Managed fields unlock at once and its public page updates. A product with no license stays on Free. Several products under one bill can hold different plans. What Managed includes is described at Plans.
Licenses belong to your company's billing account. Only an owner seat may buy licenses or assign them. A license cannot be moved to another company, sold or lent.
A license comes from one of three sources:
- a purchase through Stripe,
- an AECi-recorded grant, with a reference and an end date,
- a complimentary license, with an end date and no card.
An AECi-recorded grant is paid under the invoice or written deal it refers to. A complimentary license costs nothing and may carry conditions we state in writing when we grant it.
Prices and billing options
A license costs $250 a year or $25 a month. Prices are in US dollars. You choose annual or monthly when you buy. There are no volume tiers. A volume deal is an AECi-recorded grant.
Payment is by card through Stripe. By buying, you authorize us and Stripe to charge your card for each license at each renewal until you cancel. Keep your card details current in the Stripe customer portal. We do not see or store your full card number. Stripe's own terms apply to its checkout page and customer portal. A Stripe invoice is available on request. A discount, where we offer one, is applied at checkout.
If you add licenses during a billing period, Stripe charges a pro-rated amount for the rest of that period.
We may change the price. A new price never applies mid-term. It applies to annual licenses at the next renewal, announced in the renewal notice, and to monthly licenses after at least 30 days' notice by email.
Prices do not include sales tax or any similar tax. Where we are required to collect tax, it is added at checkout and shown on the receipt. Whether we collect sales tax today: Pending.
Annual renewal
An annual license renews each year on its renewal date. It renews unless you opt out before the renewal date. To opt out, email us before that date. We then cancel the renewal in Stripe, and the licenses end on the renewal date.
We send written notice by email 30 days before the renewal date. The "Renewal notice" section below says what it contains.
An AECi-recorded grant or a complimentary license does not renew. It ends on its end date unless you replace it with a purchase. We send the same notice 30 days before that date.
Monthly billing
Monthly billing is month to month, with no commitment. You may cancel any time, from the Stripe customer portal or by email to us. Your licenses run to the end of the month you have paid for.
Refunds
We give a full refund if you ask within 14 days of the first charge. There is no refund after that. A renewal charge is not refundable, because we send notice 30 days before it.
A refund ends the licenses it paid for. The affected products move to Free when we refund. We refund to the card you paid with. Beyond the refund, there is no credit for unused time, for a license you did not assign, or for a reduction before renewal.
Licenses stay assigned until renewal
Once you assign a license to a product, it stays on that product until renewal. Unassigning it early is a request to AECi. We approve or decline each request.
You may flag a product "release license at renewal", for example a product you are retiring. At renewal its license returns to your pool.
If you renew fewer licenses than you have assigned products, choose before the renewal date which products keep one. If you do not choose, the oldest assignments keep their licenses, and we email you.
When Managed ends
When a product's license ends, the product moves to Free. Its Managed fields are handed back to AECi. The text you wrote stays live. You lose the right to edit those fields. We may update them again. Nothing reverts and nothing is deleted.
Suspension and non-payment
We may end licenses for abuse, for misrepresentation or for non-payment. In those cases we may keep or revoke seats under our Vendor Terms. Licenses we end for abuse or misrepresentation are not refunded.
If a card payment fails, Stripe retries it on its own schedule and emails you. Managed stays on while Stripe retries. If Stripe cancels the subscription, the affected products move to Free. Any amount still owed stays owed.
If you file a chargeback, the affected products move to Free until it is settled. Contact us before you file one. Most billing problems are fixed by email.
If we ban your company's vendor account, your subscription is canceled at the end of its current term. There is no refund.
Limit of liability
Our total liability under this agreement is limited to the fees you paid us for licenses in the twelve months before the claim arose.
We are not liable for lost profits, lost business, or any indirect or consequential loss, even if we were told it was possible.
The limit does not apply to your obligation to pay fees, to your indemnity under the Vendor Terms, or to any liability that cannot be limited under applicable law.
Changes to this agreement
We may change this agreement. A new version binds you at your next renewal or your next purchase, whichever comes first. We announce it in the renewal notice sent 30 days before your renewal date. Nothing is re-signed mid-term.
Monthly billing has no renewal notice. For monthly licenses, we email every seat and your billing email at least 30 days before a new version binds. If you do not agree, cancel before that date.
Plans never affect ranking or reviews
No plan changes where you rank or appear, or whether a review is published. A license changes what you can edit. It never changes the order of listings.
Renewal notice
Thirty days before an annual renewal date, or before the end date of an AECi-recorded grant or a complimentary license, we email every seat and your billing email. The notice states:
- the renewal or end date,
- the price,
- the number of licenses,
- any change to this agreement that will bind at renewal,
- how to opt out or reduce.
Reducing your licenses, and unassigning a license early, are requests to AECi. Reply to the notice or email us before the date.
Monthly billing has no renewal notice. It continues until you cancel.
No promise of results
Managed changes what you can edit. We do not promise any number of visitors, leads, reviews or sales, and we do not promise any position in search or in our listings. We do not promise that the portal is available at all times. The disclaimers in our Terms of Service apply.
Term and survival
This agreement applies from your first acceptance for as long as your company holds any license. If your last license ends, the agreement ends with it, except for amounts you still owe and for the sections on refunds, hand-back, limit of liability, disputes and general terms, which continue to apply.
General terms
This agreement, the Vendor Terms and the Terms of Service are the whole agreement between you and us about Managed licenses. If they conflict, this agreement wins for licenses and billing, then the Vendor Terms, then the Terms of Service. Where an AECi-recorded grant has its own written deal, that deal wins on price and term for those licenses.
We send notices to every seat and to your billing email. A notice counts as received when we send it. Keep your billing email current. You send notices to us at the address under Contact.
You may not transfer this agreement or your licenses to anyone else. We may transfer it if we sell or reorganize the service, and we will tell you if we do.
If any part of this agreement cannot be enforced, the rest still applies. If we do not enforce a term on one occasion, we may still enforce it later.
Disputes
If you have a billing problem, contact us first at the address below. Most issues are resolved this way.
These terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws rules. The state courts located in Martin County, Florida, and the United States District Court for the Southern District of Florida have exclusive jurisdiction over any dispute arising from these terms or the service, and you consent to that jurisdiction and venue, except where applicable consumer law provides otherwise.
Contact
Questions about this agreement: support@aecintegrations.com.
Change history
- Version 1.0 (this version): draft, not yet in force.