BENTLEY SELECT PROGRAM AGREEMENT
<br />SELECT Program Benefits
<br />Exhibit A
<br />Dated as of January 2010
<br />provided with tire Product upon its delivery to Subscriber, as
<br />.Subscriber rising pooled licensinghereby agrees to match and
<br />amended or supplemented by the terms of this Agreement In
<br />implement Bentley's SELECTserver or such other Bentley
<br />effect at the time of such purchase. Subscriber hereby agrees
<br />licensing technology as may be. required by Bentley time
<br />that its downloading in use of ally Products delivered to It shall
<br />,from
<br />to time to monitor usage. Subscriber agrees and acknowledges
<br />conslimte Suhacriber's acceptance of the license agreement.
<br />that Bentley's SELECTserver will 8cm time to title transmit to
<br />terms provided with the Product upon its delivery to Siubscritica
<br />Bentley the usage log friesgenerated by SELECTserver or such
<br />If Subscriber licenses Additional copies of a Product that is
<br />other Bentley licensing technology, Subscriber agrees to allow
<br />already licensed by Subscriber, such additional licenses may be
<br />the above transmission to Bentley nr otherwise to transmit to
<br />authorizCd through delivery of a new License Key and without
<br />Bentley true and accurate copies of such usage lag flies. For
<br />delivery or download of any additional Product, In such
<br />purposes ofclaruy, the right to pool licenses of Products granted
<br />instances, Subscriber :agrees that the license agreement terms
<br />to Subscriber Posnmrt to this Section 5.02(x) of Exhibit A shall
<br />contained or cross-otnerenced rn the License Key shall govem
<br />terminate in the evem'of any 'rarefaction or mon renewal of this
<br />Subscrabar's use of such Product, In the event of Conflict
<br />Agreement, notwithstanding that the subject Products may be
<br />between the terms of the license agreement provided with a
<br />licensed on a'petpetual basis; The pooled licensing benefits set
<br />Product upon its delivery to Subscriber and the Cerins of this
<br />forth in this Section 5 02d) of Exhibit A are not appligable to
<br />Agreement in effect at the time such Product is purchased, the
<br />Server Products, Client. Software and associated CAU,.
<br />terms of this Agreement in effect at the time such Product is
<br />purchased shall control for the tenth of this Agreement. (b)
<br />Nu-Charge Licenses,
<br />However, with respect to any perpetually licensed Product;
<br />upon any unimu atior of this Agceimarm the teams and
<br />(1) If a Product is designated as eligible on SELECT Quline,
<br />conditions of rhe license agreement provided with the Product
<br />Subscriber is hereby entitled on a non-exclusive basis,
<br />upon its: delivery to Subscriber shall govern Subscriber's use of
<br />without payment of license fees but otherwise subject to
<br />the Product,
<br />the terms of this Agreement, to create Production Use
<br />(c) No Transfers Subject to Section 8,01 of Exhibit B, Subscriber
<br />copies, for use only by Subscriber, of certain -Products
<br />'made available by Bentley from into totime and which
<br />shall not $en, transfer, assign, grant a security interest in,
<br />are designated by Bentley as ria-charge software,
<br />sublicense,loan, lease or rent any of its rights tinder its LALs or
<br />Subscriber is ean4ud toredisttibnta such Products,which
<br />licenses to use Bentley Products without the prior written
<br />are designated by Bentley as available for such
<br />co trent of Bentley. If consent is given by Bentley, Subscriber
<br />-permanently
<br />redistribution, in machinereadable form to find Pat ties :to
<br />maytransfer a license to another end ria©r,
<br />which Subscriber distributes its Bentley Products hire,
<br />provided all software and retitled documentation and media
<br />provided than Subscriber procures each such third patty's
<br />covered by such license are trairsferred to the transferee end
<br />agreement not to further redistribute such Products. Unless
<br />user and the Subscriber floes not retain. any copies ther'eof,.aira
<br />Bentley specifically authorizes otherwise in writing, such
<br />provided further that the transferee end user agrees in writing
<br />flvo licenses granted or redistributed hereunder will expiro
<br />with Bentley to coverall of its CALs and licensed Products
<br />upon termination of this Agreement.
<br />uudei the SELECT Program and be bound by the terms of the
<br />license:agteemeat then in effech. for such CAL of Product..
<br />(2) pat each of Subscriber's licenses of a Product designated
<br />by Bentley as eligible on SELECT Online; Subscriber nay
<br />(d) No (commercial Hosting Products are licensed for production
<br />at no charge receive'a single CAL allowing one additional
<br />Usa only. Products may not be used to provide cmtivacrchal
<br />User (which User may, under the terms of Section 5.02(o
<br />hosting: services or is the basis for fee or transaction based
<br />of Exhibit A, be an -External User) of that designated
<br />services.
<br />Product to Inst ip and use Client Soltwarc to access any
<br />properly licensed Server Products, for Production Use, and
<br />5.02. Licensing Programs Unless otherwise epooifloahy set paid herein,
<br />in occurrence with Section 5.172(() of Exhibit A. Such
<br />Bentley Products are licensedon a Per Devise bests as set forth In the
<br />LALs granted hcramdcr'will expire upon termination of
<br />applicable end user license that ships with the Bentley Produce. The.
<br />this Agreement.
<br />following heerra nglerognuns are not available for all Products; please
<br />check SELECT Cadinm to see winch Frodulos are .eligible for the (d)
<br />Berne Use Licenses. Unless Subscriber notifies Bentley in
<br />respective licensing programs ducenit a specific designation of
<br />writing that Subscriber's employees shall not be entitled to
<br />.eligibility, a Product is ineligible for any such program). Bentley
<br />obtain home use editors ofatPmduct, Bentley will distribute
<br />reserves the tight to add or reiueve any Product from eligibility for
<br />upon an employee's request made through Subscriber's site
<br />licensing under'. fie following programs Benticyreserves die light to
<br />administrator, and p rmit Subsmiber's employees to use,
<br />discontinue any Of its licensing progranns at any time, without notice
<br />without Charge,. home use editions of certain Products (for
<br />to Substnhal. Howevery until renewal or terlminanon of this
<br />winch such Charles are available, as dcsigneted oil SELECT
<br />Agreement, such termination dfany licensing program shall not affect
<br />Quite) in avacordaneo with the terns set fort]', nr the license
<br />the licenses mi Products previously granted poisoned to such
<br />agreement provided with such home rise edition of a Product, as
<br />terminated licensing program. For purposes of clarity, all licenses
<br />pmended:and ,supplemented by this Alinement, Restrietionsan
<br />Previously branted pars lam to it terminated licensing progratn shall
<br />home use licenses include the fnhowing: home use licenses
<br />rationale upon therenewal io termination of this Agreement,
<br />.'ere
<br />not Permitted tribe used for Production Use or any commei'niat
<br />(a) Pooled Licensing, if a Product is designated aS eligible on
<br />use, including training; home use licenses are net for use in
<br />Subseribefs pf izes; hour use licenses nley not be stared nn
<br />SELECT bonne, then Bentley hereby forms to Subscriber a
<br />any electronic maria from are licenses. must be permitted at
<br />]halted noir-n misfciable nonexclusive right to use such Product
<br />Subscriber's jurisdichon.'file total nom her of home use editions
<br />for Production Use only on nn hhuser computer networks; and
<br />available to So bscrnber's employees may not exuded the number
<br />to install a licensed Product on mote than one compactor hard
<br />of Subscribci's,Product licenses;to which the home use editions
<br />disk, provided that all users under Ibis airaiigerment are tit the
<br />relate Holme use editions of Products. are ineligible for
<br />same Site and the number of users that ,Use a Proilbct during
<br />Technical Support even if Subscriber has purchased SELLCI`
<br />any one interest does not exceed tie number of copies of such
<br />Program services Subsoibw- shall nut be responsible. for
<br />Product for which Subscriber has Licenses at such Site: Any
<br />ensuring amimliimce by its employees with the Bentley home
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