BENTLEY SYSTEMS, INC. 1A - 2005 - Laserfiche WebLink

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"This Agreement shall be governed by, interpreted, and enforced in accordance with the laws of the State of California without regard to conflicts of law provisions. To the maximum extent permitted by applicable law, the parties agree that the provisions of the United Nations Convention on Contracts for the International Sale of Goods, as amended, and of the Uniform Computer Information Transactions Act, as it may have been or hereafter may be in effect in any jurisdiction, shall not apply to this Agreement". 4. Arbitration. Section 8.10 of Exhibit B of the Agreement is hereby deleted in its entirety. Flexible Licensing Program. (a) All rights and licenses granted by Bentley to Subscriber in respect of the Yielded Licenses are hereby immediately terminated. Accordingly, Subscriber shall immediately discontinue all use of and shall destroy or return to Bentley all copies of the Products that are represented by the Yielded Licenses, including any certificates, documentation or license keys related to such Yielded Licenses. (b) Subscriber hereby commits to substitute such Yielded Licenses with Subscription Licenses having total annual subscription fees equal to or in excess of the amount of the Yielded License Fees until the termination of this Amendment or the Agreement. (c) Subscriber may subsequently license Product(s) identical (including Updates and Upgrades) to the Products represented by the Yielded Licenses (up to the quantity of Yielded Licenses) solely in the form of Subscription Licenses for a minimum term of one year at an annual subscription fee equal to the annual SELECT Program Fee then in effect for each such Product as set forth herein. Subscription Licensing. With the exception of the specific terms set forth in Section 2 of this Amendment, the terms of the license granted in the Subscription Products shall be as set forth in Exhibit A, Section 5.02 (e) of the Agreement. Right to Terminate. Bentley reserves the right to terminate this Amendment at any time, without notice to the Subscriber. However, such termination shall not affect Subscriber's use of Subscription Licenses during the then current term. Proprietary Information. This Amendment and all terms and conditions set forth herein are Bentley Proprietary Information as set forth in the Agreement. Legal Effect. The modifications set forth in the Amendment are effective as of the Amendment Effective Date. Except as expressly amended or modified by the terms of the Amendment, all other terms of the Agreement shall remain unchanged and in full force and effect. In the event of a conflict between the terms of the Agreement and the terms of this Amendment, the terms of this Amendment shall control. 2 BSIFL