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This Agreement constitutes the entire agreement between the parties with respect to <br />escrow of the software. <br />14. SEVERABILITY. <br />If any provision of this Agreement is held by any court to be invalid or <br />unenforceable, that provision will be severed from this Agreement and any remaining <br />provisions .will continue in full force. <br />15. LIABILITY. <br />Escrow Agent shall not, by reason of its execution of its Agreement, assume any <br />responsibility or liability for any transaction between Provider and Beneficiary, other <br />than the performance of its obligations, as Escrow Agent, with respect to the source code, <br />commentary, and any associated support documentation held by it in accordance with this <br />Agreement. <br />16. GENERAL INDEMNITY. <br />(a) Provider and/or Beneficiary, to the extent permitted by the laws and <br />Constitution of the State of North Carolina, shall indemnify and hold harmless Escrow <br />Agent, its officers, agents, servants, employees, and authorized representatives against <br />any claims, suits or proceedings asserted or commenced by any third party and arising <br />out of, or relating to, Provider and/or Beneficiary's use of the source code. This <br />obligation shall include indemnifying against all damages, losses, costs and expenses <br />(including attorneys' fees) incurred by Provider and/or Beneficiary, its officers, agents, <br />servants, employees, and authorized representatives as a result of any such claims, suits <br />or proceedings, including any costs or expenses incurred in defending against any such <br />claims, suits, or proceedings. <br />17. READINGS. <br />The headings of this Agreement are for purposes of reference only and shall not in <br />any way limit or otherwise affect the meaning or interpretation of any of the terms hereof. <br />7 <br />