BENTLEY SYSTEMS, INC. 1B - 2008 - Laserfiche WebLink

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INSURANCE NOT REQUIRED WORK MAY PROCEED CLERK OF COUNCIL DATE: rwa (�i c�Yi �+y Kcr�c9 Amendment No. 1 to Bentley SELECT Program Agreement No. 10362400 N-2008-010 This Amendment ("Amendment') made between Bentley Systems, Incorporated, a Delaware corporation, with principal offices at 685 Stockton Drive, Exton, PA 19341 ("Bentley"), and The City of Santa Ana, an entity having its principal office and place of business at 20 Civic Center Plaza M-21, Santa Ana, CA 92702 ("Subscriber"). WHEREAS, Bentley and Subscriber entered into Agreement #2005-278, dated January 23, 2005 (hereinafter "said Agreement'), by which Bentley has provided software licensing and support for Subscriber. Bentley and Subscriber wish to amend said Agreement effective as of the Effective Date defined herein made between the parties to allow Subscriber to continue to utilize the Subscription Licenses upon the terms and conditions set forth in Bentley SELECT Program Agreement No. 10362400, attached hereto and incorporated by this reference, as amended by this Amendment No. 1. This Amendment shall be effective on the same day the Original Agreement becomes effective. NOW THEREFORE, the parties hereby mutually agree as follows: Definitions. The definitions of certain terms used in this Amendment with initial capitalized letters, if not defined herein, shall have the definitions set forth in the Original Agreement. Section 1.1 1 of Exhibit B, shall be deleted in its entirety and replaced with the following: 1.1 L "Effective Date" means the date upon which an authorized representative of the City of Santa Ana signs the Original Agreement and this Amendment. 2. Governing Law. Section 8.09 of Exhibit B of the Agreement is hereby deleted in its entirety and replace in its entirety with the following: "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". 3. Arbitration. Section 8.10 of Exhibit B of the Agreement is hereby deleted in its entirety. 4. 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 BSIFL