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failure of software not supplied by Intergraph and not covered in this Contract. 13.0 CUSTOMER RESPONSIBILITY During the tenn of the Contract, Customer shall connnit to the following: In the event Customer should purchase additional software license( s) through an authorized reseller, or through any other manner, Customer agrees to notifY Intergraph of the acquisition of the software licenses( s). In response, Intergraph will provide the Customer with a Quote to this Contract reflecting the additional effective date of services and charges for the additional software license( s) under the Terms and Conditions of this Contract. Customer will provide Intergraph with the valid serial numbers of all software licenses listed on the Quote/Contract. Customer warrants that for all software licenses supported under this Contract, all like software licenses in the possession of the Customer and located at the Customer's site referenced on this Contract, are listed on the Quote/Contract. Customer also warrants that all prerequisite software licenses necessary to operate the software supported under this Contract are listed on the Quote/Contract. Services provided herein must be utilized only for the quantity of licenses listed on the Quote/Contract. 14.0 }[EAJ)IN(;S The various headings in this Contract are inserted for convenience only and shall not affect the meaning or interpretation of this Contract or any Paragraph or provision hereof References in this Agreement to any Paragraphs are to the applicable Paragraph of this Contract. 15.0 ASSI(;NMENT Neither party shall have the right to assign any of its rights or delegate any of its obligations under this Contract without the prior written consent of the other party, provided that such consent shall not be unreasonably withheld, except that Intergraph may assign its rights and obligations under this Contract without the approval of the other Party to an entity which acquires all or substantially all of the assets of Intergraph, or the Intergraph division furnishing software or services under this Contract, or to any subsidiary, affiliate or successor in a merger or acquisition ofIntergraph. 16.0 RESERVED 17.0 SEVERABILITY Whenever possible, each provision of this Contract and each related document shall be interpreted in such a manner as to be effective and valid under applicable law. However, if any provision of this Contract or any related document shall be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Contract or such related document. 18.0 NOWAlVER Any failure by either Party to enforce performance of the terms or conditions of this Contract shall not constitute a waiver of, or affect said Party's right to avail itself of such remedies as it may have for any subsequent breach of the terms of the Contract. 19.0 ENTIRE A(;REEMENT This Contract constitutes the entire agreement between the Parties hereto with regard to the subject matter hereof This Contract supersedes any and all prior discussions and/or representations, whether written or oral, and no reference to prior dealings may be used to in any way modifY the expressed understandings of this Contract. This Contract may not be amended or modified unless done so in writing signed by authorized representatives of both Parties. IMGS304AO ] 1/01 4