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9 Proprietary Interests.
<br />(a) The Software and Documentation, and all copies thereof, shall remain the exclusive property of ESi
<br />and/or its third party licensors. All applicable rights to copyrights, trademarks, logos, patents and other
<br />intellectual property shall remain vested in ESi and/or its third party licensors. Licensee shall not claim,
<br />register, alter or modify, any interest in such copyrights, trademarks, patents or other intellectual property,
<br />nor shall Licensee nor attempt to do any of the foregoing. Licensee shall not translate any of the ESi
<br />trademarks into any other language or alphabet.
<br />(b) Notwithstanding. Section 9(a) if this Agreement, Licensee shall have title at all times to data input and
<br />output arising out of the use of the Software, and any computer programs developed by or for Licensee
<br />using output of the Software as input to another source, and which do not include any logic and code of
<br />the Software, and such shall remain the exclusive property of the Licensee.
<br />10 Restrictions
<br />Except as expressly authorized in this Agreement, Licensee shall not rent, lease, loan, sell, sublicense,
<br />distribute, transfer, copy, reproduce, display, modify, provide commercial hosting services, time share or
<br />dispose of the Software or Documentation or any part thereof, use the Software to provide any services to
<br />third parties or otherwise use the Software and Documentation to generate commercial revenue.
<br />11 Assignment.
<br />Licensee may not assign or otherwise transfer, in whole or in part, or in any other manner, any rights,
<br />obligations, or any interest in or under this Agreement without the prior written consent of ESi and any
<br />attempted assignment will be void. A merger or other acquisition by a third party will be treated as an
<br />assignment. ESi may at any time and without Licensee's consent assign all or a portion of its rights and
<br />duties under this Agreement to a company or companies wholly owning, owned by, or in common
<br />ownership with ESi.
<br />12 Copying of Documentation.
<br />Licensee may make as many copies of the Documentation as necessary for Licensee's internal purposes,
<br />provided that the Licensee shall not modify or alter the content or appearance of the Documentation,
<br />modify or alter the appearance of any ESi trademark or logo in the Documentation, or eliminate any
<br />references to ESi, WebEOC® or other ESi Software in the Documentation, and provided that Licensee
<br />shall reproduce and distribute the ESi copyright and notices page contained in the Documentation with all
<br />such copies, and maintain the confidentiality of the copies in accordance with Section 8 above
<br />13 Software Maintenance and Technical Support, Module Care Plans. Hosting Services
<br />(a) Licensee shall receive software maintenance, technical support and hosting services set forth in
<br />Exhibit B from ESi or its authorized agent during the Term, provided that Licensee is not in violation of
<br />this Agreement.
<br />(b) All Software Updates received by Licensee shall be subject to the terms of this Agreement.
<br />14 Limited Warranty and Disclaimers.
<br />(a) ESi warrants that the Software, except Modules, will perform in accordance with the accompanying
<br />Documentation for a period of one (1) year from the first day of the month following installation, if ESi or
<br />Rev 01/13/2014
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