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permits, and (B) obtain customized reports regarding permit applications and associated <br />documents. Except as otherwise provided by Schedule A, the License excludes any sublicensing <br />of Licensor's Software, uploading or otherwise transferring, or providing direct access to, the <br />Licensor's Software to any third party without Licensor's prior written consent, including access <br />by any third party to the Licensor's Software on a stand-alone basis. License granted hereunder <br />includes the use of Documentation in connection with Use of the Software. <br />(b) OWNERSHIP. SCPDC and its licensors solely own all right, title and interest in and <br />to the SCPDC's Software, and reserve all rights therein not expressly granted under this <br />Agreement. This license transfers to Licensee neither title nor any proprietary or intellectual <br />property rights to the Software, Documentation, or any copyrights, patents, or trademarks, <br />embodied or used in connection therewith, except for the rights expressly granted herein. <br />(i) Without limiting the generality of the foregoing, except as expressly stated <br />in paragraph (a), Licensee may not directly or through any third party (a) transfer or <br />sublicense, in whole or part, any copies of the SCPDC Software to any third party; (b) <br />modify, decompile, reverse engineer, or otherwise attempt to access the source code of <br />the SCPDC Software; or (c) copy the SCPDC Software, except such copies of the records <br />as necessary for reasonable and customary test instances, production instances, back-up <br />and disaster recovery purposes. Licensee will not delete or alter the copyright, trademark <br />or other proprietary rights notices of SCPDC and its licensors included with the SCPDC <br />Software as delivered to Licensee, and will reproduce such notices on all copies of the <br />SCPDC Software. If derivative works of the SCPDC Software are prepared by or on <br />behalf of Licensee based on suggestions or requests by Licensee, SCPDC will solely own <br />such modifications. <br />(ii) The Licensee may develop products that interface or are intended for use <br />with the SCPDC Software ("Add -On Products") with SCPDC's express written <br />permission. <br />(c) Notwithstanding the inclusion of Licensee's customer in the class of allowed users, <br />SCPDC's affirmative obligations will be limited to Licensee. <br />3.2 DELIVERABLES. SCPDC shall provide an Internet accessible software service and <br />solution that meets all the terms, conditions, specifications, and requirements set forth in this <br />document. All services shall be performed for the prices set forth in Schedule A. SCPDC shall <br />provide maintenance and support of the Software under the terms and conditions set forth in <br />Schedule C, Maintenance and Support. <br />3.3 COPIES. The License includes the right to copy and reprint Documentation, or portions <br />thereof, for use with the Software in accordance with the rights granted hereunder including for <br />backup/archival purposes, training, internal Licensee intranet posting and other uses consistent <br />with the License. Whenever Licensee is permitted to copy or reproduce all or any part of the <br />Documentation, all titles, trademark symbols, copyright symbols and legends, and other <br />proprietary markings must be reproduced. <br />Page 3 of 21 <br />