(1)

DELPHI grants the Air Management Control District of San Diego County a nonexclusive and royalty-free license, subject to these sections (1) through (7) and the other provisions hereof:

(a)

To use (if applicable) to publicly display the Software on one Air Management Control District of San Diego County web site as designated by the Air Pollution Control Officer of the District or Public Information Officer; and

(b)

To alter page content to the extent necessary to make updates to the text or charts on the pages of the Software in order to permit factual updating of the content; and

(c)

To use DELPHI to add a menu reference on a page of the Software in order to permit access to an Air Quality Management District approved web site page or change the structure by adding or deleting any sections of the content; and

(d)

To use DELPHI to add any Air Management Control District of San Diego County customized content.

(2)

You may not rent, lease, sell, sublicense, assign, or otherwise transfer the Software to any third party.

(3)

You agree not to reproduce, modify, make derivative works of, reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software. You may not copy the Software except as necessary to use it on computers described in section (1) above or for backup purposes. You agree that any such copies of the Software shall contain the same proprietary notices or legends placed on or within the Software. Without DELPHI’s prior written permission, you shall not excerpt modular sections of the Software for separate public display on computers for exhibit purposes or other uses.

(4)

You may not market or distribute any product that materially emulates the functionality of the Software.

(5)

Title to and ownership of the Software, related documentation and any reproduction thereof shall remain with DELPHI and its suppliers and the trademarks are the property of such trademark owners. Except as stated in section (1) above, this Agreement does not grant to you any right (whenever by license, ownership or otherwise) in or to patents, copyrights, trade secrets, trade names, trademarks or any other intellectual property right with respect to the Software.

(6)

You will not export or re-export the Software without the appropriate United States or foreign government licenses.

(7)

You agree to use the Software only as authorized in this License Agreement. Without DELPHI’s prior written permission to the contrary, a valid license must be purchased to use and publicly display the Software in any location other than as permitted by this License Agreement. DELPHI reserves all rights not expressly granted to you. Your adherence to this License Agreement will allow Delphi International Software, Inc. to continue developing innovative and useful products and providing a high level of customer service and support.

(1)

DELPHI warrants to you that each medium contained in this package (e.g. CD-ROM, DVD) is free from defects in materials and workmanship and also warrants that it will replace any defective medium at no charge to you, if any such defective medium is returned to DELPHI within ninety (90) days. (Any such return should be made to DELPHI at the address on this Agreement, "Attention: Software Marketing", together with a written notification of the defect.)

(2)

YOU AGREE THAT THE SOFTWARE IS PROVIDED AND LICENSED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DELPHI AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, WITH REGARD TO THE SOFTWARE. YOU BEAR THE ENTIRE RISK RELATING TO THE QUALITY OF THE SOFTWARE AND, IF THE SOFTWARE PROVES TO HAVE ANY DEFECTS, YOU ASSUME THE COST OF ANY NECESSARY SERVICING OR REPAIRS.