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BENTLEY ACADEMIC SELECTPROGRAM AGREEMENTBringing Bentley Technology and Support to the Classroom

I. Bentley Academic SELECT Subscription(s) Unit Price Quantity Extended Fee

Academic SELECT Subscription ____________ ____________ ____________

(If tax exempt, please supply tax exempt certificate) Tax

Total Fee

Additional Information (If applicable, include VAT Number):

II. Institution/Site/Department InformationInstitution code (select one):

8211 Middle/Junior High/ High School 8222 2-Year Community College 8221 4-Year College or University 8249 Technical/Trade

III. Department/Course of Study:

Academic Contact:

Contact Address Billing Address (if different)

Technical Contact Name Billing Contact Name

Title Title

Department Department

Institution Institution

Address/Street (no P.O.Box) Address/Street (no P.O.Box)

City, State, Zip or Postal Code City, State, Zip or Postal Code

Country Country

Phone Fax Phone Fax

Email/Internet Address Email/Internet Address

IV. License ManagementSubscribers software licenses will be managed by SELECTserver Online, a license management utility hosted by Bentley.

BY SIGNING THIS AGREEMENT, SUBSCRIBER ACKNOWLEDGES THAT, THROUGH ITS AUTHORIZED

REPRESENTATIVES, IT HAS READ AND UNDERSTANDS THIS AGREEMENT, AGREES TO BE BOUND BY

THE TERMS AND CONDITIONS CONTAINED HEREIN AND HAS THE AUTHORITY TO ENTER INTO THIS

AGREEMENT. SUBSCRIBER IS NOT ENTERING INTO THIS AGREEMENT ON THE BASIS OF ANY

REPRESENTATIONS NOT EXPRESSLY SET FORTH HEREIN.

Subscriber Bentley Systems International Limited To be completed by Bentley

_________________________________ __________________

Signature Signature Effective Date_________________________________ __________________

Print Name Print Name Renewal Date

_________________________________ __________________Title Title SELECT Contract #

_________________________________ __________________Date Date Subscriber P.O. #

_________________________________ __________________E-Mail/Internet Address E-Mail/Internet Address Designated Reseller

Please return the completed, signed original to: Bentley Systems International Limited, Second Floor, Block 2, Park Place,

Upper Hatch Street, Dublin 2, Ireland.

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BENTLEY ACADEMIC

SELECTPROGRAM AGREEMENT

This Bentley Academic Agreement (this Agreement) is made as of the Effective Date by and between Bentley Systems International Limited, a private limited

company incorporated under the laws of Ireland with its registered office at Second Floor, Block 2, Park Place, Upper Hatch Street, Dublin 2, Ireland (Bentley), and

Subscriber identified on the cover of this Agreement (Subscriber).

1. License. The terms and conditions applicable to Subscribers use of any software

provided by Bentley shall be governed by the end user license agreement that is

delivered with such software. Bentley hereby grants to Subscriber, for the duration of

the term of this Agreement, a royalty free, non-transferable, non-exclusive license to

use, copy and distribute the Materials (as defined below) solely in connection withcourses and internal training sessions offered by Subscriber to its faculty members

and/or students enrolled in one of its academic or training programs. The term

Materials shall mean a paper copy or pdf file of any of the Bentley Institute course

materials listed from time to time on the Bentley Institute website or on any other

medium selected by Licensor from time to t ime.

2. License Limitations.The above stated license does not give Subscriber the right to:

(i) Use the Materials as part of any course or training session offered by Subscribers

to any person other than its faculty members and/or students enrolled in one of its

academic or training programs; (ii) Sell the Materials at a price greater than its own

internal costs of copying and preparing the Materials for such sale; (iii) Distribute

electronic copies of the Materials to any person (in other words, Subscriber may only

distribute paper copies of the Materials); or (iv) Alter, modify, amend, supplement or

otherwise revise the Materials in any respect for any purpose.

3. Ownership; Infringement Claims.Subscriber acknowledges that the ownership of

all right, title and interest in the Materials is and shall remain solely vested in

Bentley, and Subscriber agrees that all of its use of the Materials shall inure to the

exclusive benefit of Bentley for all purposes. Subscriber shall promptly notifyBentley of (i) any unauthorized use or infringement by any third party of any of the

Materials, and (ii) any assertion by any third party that Subscribers use of any of the

Materials constitutes copyright infringement or any similar claim.

4. Term.The term of this Agreement shall initially be for the period of time described

on the cover of this Agreement and shall automatically renew for terms of like tenure

unless either party gives written notice of its election to not renew the term at least 30

days prior to the expiration of the then-current term (License Term).

5. Consequence of Termination. Upon the termination or non-renewal of this

Agreement, Subscriber shall cease use of the Materials and shall return to Bentley

any and all copies of the Materials in the possession of Subscriber or any of its

students or faculty members at the time of such termination or non-renewal; provided

that termination or non-renewal shall not relieve either party from its liability to pay

any amounts which have accrued to the other party on or before the date of

termination or non-renewal. The provisions of this Agreement which, by their terms,

require or contemplate performance by the parties after the expiration or termination

of the Agreement shall be enforceable notwithstanding sa id expiration or termination.

6. Bentley Academic SELECT.Bentleys Academic SELECT shall consist of periodicdistribution to Subscriber of upgrades and updates as and when published by Bentley

during the License Term and access to SELECTservices Online (the terms and

conditions of use of SELECTservices Online are set forth from time to time on the

Internet site).

7. Conf idential. Subscriber shall not disclose Confidential Information to any third

parties who are not required to have knowledge of same to exercise its rights or to

carry out the purposes of this Agreement. Subscriber must treat the Confidential

Information with the same degree of care as it protects its own confidential

information and in no case less than a reasonable degree of care. Confidential

Information means any software provided to Subscriber by Bentley and Materials

along with other technical information relating to the Materials that Bentley provides

in writing to Subscriber from time to time.

8. Fees.Subscriber shall pay to Bentley the applicable fee for the software as indicated

on the cover of this Agreement including additional fees for each renewal term.

Subscriber shall pay each Bentley invoice hereunder within thirty (30) days from the

date of such invoice. Interest shall accrue on delinquent payments of such invoices at

the rate of one and one-half percent (1.5%) per month or the highest rate permitted by

applicable law, whichever is less. In the event payment of such invoices is past due,

Bentley, at its discretion, may suspend Subscribers rights hereunder to use the

software or receive services until full payment is made. Subscriber shall be

responsible for the payment of any and all applicable taxes, including by not limited

to sales, use, occupation, value added, excise, and property taxes (except for taxes

based on Bentleys net income).

9. Warranty; Remedies; Liability. Bentley hereby warrants that it will provide all

services hereunder in a workmanlike manner. This limited warranty gives Subscriber

specific legal rights. Subscriber may have other rights, which may vary from

state/jurisdiction to state/jurisdiction. THE WARRANTIES STATED IN THIS

PARAGRAPH ARE BENTLEYS SOLE AND EXCLUSIVE WARRANTIESPERTAINING TO THE SOFTWARE, MATERIALS AND SERVICES

LICENSED, DELIVERED OR OTHERWISE FURNISHED BY BENTLEY

UNDER THIS AGREEMENT. BENTLEY DOES NOT WARRANT THAT THE

SOFTWARE, SERVICE OR MATERIALS WILL MEET SUBSCRIBERS

REQUIREMENTS. BENTLEY HEREBY DISCLAIMS ALL OTHER

WARRANTIES, EITHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING

WITHOUT LIMITATION, WARRANTIES AGAINST NON-INFRINGEMENT

AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS

FOR A PARTICULAR PURPOSE. THESE EXCLUSIONS MAY NOT APPLY TO

SUBSCRIBER, AS SOME STATES/JURISDICTIONS DO NOT ALLOW THE

EXCLUSION OF CERTAIN WARRANTIES. IN NO EVENT SHALL BENTLEY

AND ITS LICENSORS AND SUPPLIERS BE LIABLE TO SUBSCRIBER FOR

ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES,

REGARDLESS OF THE NATURE OF THE CLAIM, INCLUDING WITHOUT

LIMITATION LOST PROFITS, COSTS OF DELAY, INTERRUPTION OF

BUSINESS, LOSS OF USE, INABILITY TO ACCESS ONLINE SERVICES, ANY

FAILURE OF DELIVERY, COSTS OF LOST OR DAMAGED DATA OR

DOCUMENTATION, OR LIABILITIES TO THIRD PARTIES ARISING FROM

ANY SOURCE, EVEN IF BENTLEY HAS BEEN ADVISED, KNEW ORSHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR

CLAIMS. BECAUSE SOME STATES AND/OR JURISDICTIONS DO NOT

ALLOW FOR THE EXCLUSION OR LIMITATION OF LIABILITY FOR

CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION

MAY NOT APPLY TO SUBSCRIBER. IN THE EVENT THAT BENTLEY IS

FOUND LIABLE FOR DAMAGES IN ANY SOFTWARE, SERVICE OR

MATERIALS, AND REGARDLESS OF WHETHER ANY REMEDY SET FORTH

HEREIN FAILS OF ITS ESSENTIAL PURPOSE BY LAW, BENTLEYS TOTAL

LIABILITY SHALL NOT EXCEED THE PRICE PAID BY SUBSCRIBER

HEREUNDER. THE PROVISIONS OF THIS AGREEMENT ALLOCATE THE

RISKS BETWEEN BENTLEY AND SUBSCRIBER. BENTLEYS PRICING

REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF

LIABILITY SPECIFIED HEREIN.

10. Miscellaneous. Bentley shall not be liable for failure to fulfill the terms of this

Agreement due to causes that are beyond its control. Subscriber may not assign or

otherwise transfer this Agreement or any of Subscribers rights hereunder to any third

party without the prior written consent of Bentley. The failure of either party to insist

upon any of its rights hereunder shall not be deemed a waiver or other rights. Theterms of this Agreement which, by their nature, require performance of the parties

after the expiration of this Agreement shall be enforceable notwithstanding such

expiration. The provisions of this Agreement shall be severable and the invalidity or

enforceability of one provision shall not affect any other. Bentleys relationship with

Subscriber shall be that of an independent contractor. All notices pertaining to this

Agreement, including but not limited to changes of ownership of Subscriber, changes

of location, changes to the identity(ies) of the authorized representatives, notices of

dispute, and the like, shall be addressed to the authorized representative(s) identified

on the cover page of this Agreement, and to Bentleys general counsel. Either party

may make public announcements of this Agreement and the transactions

contemplated herein without providing the other party with notice or obtaining the

other partys consent. Questions relating to the interpretation of specific terms

outlined in this Agreement should be addressed to the Bentley representative

identified on the cover page of this agreement, or to Bentleys Contract

Administrator. Subscriber agrees all claims or disputes relating to this agreement

shall be submitted for final, binding arbitration before a single arbitrator in

accordance with the laws of Pennsylvania and within the jurisdiction of Philadelphia,

Pennsylvania and according to the Commercial Rules of Arbitration of the American

Arbitration Association.

11. Entire Agreement.This Agreement contains the entire agreement of the parties and

supersedes all prior oral or written understandings or agreements between the parties

with respect to the subject matter hereof. The terms and conditions of this Agreement

shall apply to each order accepted and shipped by Bentley hereunder. Amendments

or modifications to this Agreement shall be in writing and duly executed by both

parties.

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