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• Bentley SELECT SELECT Licensing Exhibit B Dated as of February 1, 1998 1. Scope 7. Grant of license.Bentley hereby grants to Subscriber far each Cenificate purchased by Sulririlxr the riglu to create one(U copy of the Product to which the Certificate applies 101. Existing Licenses.Bentley and.Subscriber agree that the terms of this Agreement.shall font the ihenaumm SELECT Procluu Library CD and ti(tiled nomlrmsfeable nom supersede and replace all license agreement existing as of the Effective Date for Prod- exclusive right and license to use one(I'copy of the Object Code font Product named two(including prior vesitms ahenvf).and all such ante license agreements are hereby in the Certificate in solely for Pnduaion Use.in the Country in accordance with the De(- cmeeled and terminated.lie use by Subscriber of all such Proluae shill hereafter be initinn of Use set forth in the Cenilicme.Subscriber shall,in auorh:uce with procedures governed by the terms of this Agreement. prescribed by Ikntley,assign to'and emlx d in the copy of the Product the Serial None her specified in the Cenificte.11w license granted herein shall commence upon S(b- 1,112, Future licenses,In the event den Subscriber hereafter acquires or licenses a copy of scribers receipt of the Serial Number.the term of the license for each Product licensed a Product.including but not limited to a Bentley shrink-wrapped kit containing a hereunder hall continue until temiin:ncd in accordance hvilh this Agreement. hacker.SNcvrilxds use of such Prothro shall last governed by the temps of this Agreement to etten at the time of such purchase,notwithstanding arty other written 8, Concurrent licensing.If Pnxluas are referenced in the SELECT I'rteelxerk as being elt- license agreement from Bentley that may accompany such Product. able for concurrent licensing.the default Ieing Ilya a Product is ineligible for amain-en! licensing then the rights gamed in Paragraph-hall Ire congaed to permit Subscriber 2. SELECT Product Library CD:SELECT Priecbonk.Tendey shall periodically.at its In use such Inducts on multi-user cntnputer networks.and to install a licensed Product discretion.deliver to Subscriber a SELECT Product Lthnlra''CU and a 51!1.11(1'Price- on more than one aompmer nr hid discprovided that all users under this arrangement • bock.rpm the issuance lay Bentley of a nets'version of a SELECT Product Library CI) mire at the stile Site and Subscriber intplemenu an auumatic or administrative molls- or a SELEc7 Pricdsxrk.the proems version stall he superseded. Comic)endure than ute number of users Phut use a Product at any one time does mar caned the number of copies of such Puglia for which Subscriber has licenses at such 3. Evaluation of Product'.Bentley hereby grml.s to Subscriber.subject to its compliance Site.Subscriber er agrees.upon Bentley's request.to provide to Bentley Ire and autunite with the procedures of tins Exhibit Ii.a limited numirmslatible nnntxclusiee right to espies of the ttmcurtenl use log files contained in the 1'rtxluas the right to concurrently create from the torrent SELECT Padua Library CU.one I ll copy per Site of each license P(xlues grutcd to Subscriber pursuant to this Pwttgruph 8 shall terminate in the Product mmained in such Bentley SELECT'Product library CD.solely for Evaluation event of try termination or non-removal of this rgn'rtnenL Use of such Pnductt provided that Sultsrilwr shall have no right to create evaluation copies of Products previously licensed by Subscriber,7Le duration of use:of an vellum 9. Free Licenses for Certain Products.Subscriber is herchy entitled.without payment lion copy shall not exited Briny 13111 days.Upon tile earlier oldie conclusion of soeh • of license fees huh otherwise subject to the terms of tiles Agreement to create Pnduo 1301 day ewaiuminn period or the termination of this Agreement.Subscriber shall lion Use copies.for use only by Subscriber:of[enaln Prothro(made available by destroy all copies of Products created for evaluation hereunder and,ups request by Bentley from dux•1(time on the EEU1Cr Stream CI)or SEI.ISCI'Online and whichCsre Iknlley.certify such(rsIna:00n in writing. designated as foe software on the SELECT Stream CI)or SELECT Online Subscriber is entitled to redistribute such Products,which are designated on the SELECT Stream CD 4. Registration of Evaluation Copies.Petro to Evaluation Ilse of a Product,Subscriber or SELECTOnline as available for such redistribution,in machine readable Twin to shall notify Bentley and obtain from Bentley.for each such evaluation copy,a unique third panics to which Subscriber distributes its Bentley Products lila:provided that Serial Number limited to Evaluation Use.which Sedtl Number stall be registered by such third Ivey agrees not to further redistribute such Ihvduds, Bentley to Subscriber.Subscriber shall,in accordance with procedures prescribed by Bentley.assign to and embed such Serial Number in such evaluation copy. 10. No Transfers.Subscriber shall not sell,transfer.grant a.secutity interest in,sublicense, loan,lease or rent any of its rights under its licenses to use Bentley Produce without 5. Creation of Copies for Production Use.In order to obtain the light to create and the prior written consent of Bentley.If such consent is given by Bentley to a sale or make Production list of a copy of a Product included ed in the current SELECT I'r duce transfer of a license,Subscriber may permanently transfer license In another end Library CD.Subscriber shall purchase from Bentley or an MVAIt a Certificate setting user:provided all software and related documentation and media covered by such Rink a Serial Nmmlxr registered by Bentley in the sante of Subscriber prior to delivery license are transferred to the end user and the Subscriber does not retain any copies of the Centfinme.Subscriber shall have no right hereunder to creme or use a copy of a thereof,and provided((oiler that the transferee end user agrees in writing with Bent- Product for Production Use without a Serial Number for Production Use for such copy. ley to Ie!sound by the Bots of the license agreement then in effect for such Product 6. Certificate Purchase Procedure.The procedure pursuant to which Subscriber slot 11. Dome Use Licenses.Unless Subscriber notifies Bentley in writing that Subscriber's purchase Certificates shall be as follows: employees shall not he entitled to obtain home use editions of t Pr<xluct,Bentley will distribute ups an employee's request.and permit Subscdbefs employees to use, 6.111. Subscriber shall.for tech Certificate.prepare a valid Product Order in the form pre- without charge,home use editions of certain Pr ducts(far which such editions are wiled in the SELECT Priceixetk,whist sets forth the appropriate foram depending on available)in accordance with the following tents: whether the Cenificte tx acquired from an AIVAI1 or from Bentley pursuant to the • SELECT Purchasing program(Exhibit D thereto). a. An employee wishing to obtain a home use edition shall contact Bentley and pro- vide the enmployece(and Subarilefs name address and telephone number,the 6.02. Subsribxr shall issue the Pr(xltia Order lay mall or facsimile to an AIVAu or directly In Product license serial nurtler m which the h0111e use edition relicts,the platform Bentley.as prorided in the SELECT'Oradextk. for die hone use edition.and other ini rmtmion requested by Bentley. 6.03. Providing tits Subsriler has complied with all of its obligations hereunder Bentley b. The mut number of Boobs ecce editions available to Subscriber's employees may shall issue to Subscriber 6p nlephrnh•.liie'simiie or electronicmall a Serial Nuanler,reg- not exceed the number of Subscriber's',minty licenses to which the home use leered in the name of Suhsmber,for each copy of a Dodos ontered by Subscriber. editions relate. c. Ik uley will fax a ropy of the home use edition license agreement to the 6.04. Bentley shall thereafter deliver In Subscriber a Certificate setting forth the.Serial Nunn employee,which,upon employee's acceptance and use of the home use edi- her,together wall Bentley's invoice for such Cenifiemae.If Subscriber has delivered the tion,shall govern the terms of employee's cense to use such home use edI- orlglnul Padua Order to a an AIVAR.then Bentley shall deliver the Cenilicate to such ton.Among other things,the homy use license prohibits any use of the home A7VA12 for drliven'm Suhwrller with.\I\]PR's imwlm. use edition hoe commercial purposes(whether for the Subscriber's business or any other ommnercial purpose)and prohibits any transfers or copying of the 6.05. Subscriber shall retain each GeniBste as prof of authorization of Production lista home use edition. d. Upon completion rf the i'oerguing.n home use edition will be made available to the requesting employee from the SELECT CD or by such other means of disldhWton as Bentley may use from time to time.Home use editions of i'rod- uas are ineligible for Technical Support even if Subscriber has purchased SELECT CSP. c. Subsedler shall not he responsible for ensuring compliance by its employees with the Bentley home use license,nor shall Subscriber he liable for any breaches of such license by its employees.