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(a) As between parties to this Agreement: No party shall be responsible to
<br /> one another for any claims, demands, expenses, liabilities, or losses, including reasonable
<br /> attorney fees,which may arise from any acts or failures to act by the other parties to this
<br /> Agreement or such other parties' Workforce members or agents in connection with this
<br /> Agreement. In circumstances involving harm to other parties caused by the acts or omissions of
<br /> individuals who access Patient Information or Confidential Business Information through the HE
<br /> Network by use of any security credential received or obtained directly or indirectly, lawfully or
<br /> unlawfully,from a Participant or NC HIE or any Authorized Users or authorized members of NC
<br /> HIE's Workforce, each party shall be responsible for such harm to the extent that the individual's
<br /> access was caused by the party's breach of this Agreement or its negligent conduct for which
<br /> there is a civil remedy under Applicable Law. Notwithstanding any provision in this Agreement
<br /> to the contrary,the party shall not be liable for any act or omission if a cause of action for such
<br /> act or omission is otherwise prohibited by Applicable Law. If the Participant is an agency of the
<br /> State of North Carolina, the provisions of N.C. General Statutes §143-291 et.seq., North
<br /> Carolina General Statutes,relating to sovereign immunity shall govern.
<br /> (b) Patient Care. NC HIE does not assume any role in, and shall have no
<br /> liability for,the care of any Individual, or outcomes therefrom. Each Participant and each
<br /> Participant's Authorized Users shall be solely responsible for all decisions and actions taken or
<br /> not taken involving patient care,utilization management, and quality management of Individuals
<br /> resulting from or in any way related to the use of the HIE Network or Patient Information made
<br /> available thereby. Neither Participants nor any of their Authorized Users shall have any
<br /> recourse against, and each hereby waives any and all claims against NC HE for any loss,
<br /> damage, claim or cost relating to or resulting from such Participant's or its Authorized Users'
<br /> use or misuse of the HIE Network and Patient Information.
<br /> (c) Patient Information. The parties acknowledge that Patient Information
<br /> made available through the HIE Network is subject to change due to numerous factors,
<br /> including without limitation changes to Patient Information made at the request of the Individual,
<br /> changes in the Individual's health condition, the passage of time, and other factors. Without
<br /> limiting any other provision under this Agreement, no party shall have responsibility for or
<br /> liability related to the accuracy, content, currency, completeness, or delivery of any Patient
<br /> Information provided by NC HIE,a Participant or a Participant's Authorized Users to or through
<br /> the HIE Network
<br /> (d) Limitation on Damages. It is expressly agreed that in no event shall a
<br /> party be liable to another party for consequential, incidental, indirect, punitive, exemplary, or
<br /> special damages suffered by a party or any other third party. Notwithstanding the foregoing,this
<br /> Section 13 (d)shall not be construed to limit a party's liability to another party for consequential
<br /> damages arising from a party's non-compliance with Applicable Law or the obligations under
<br /> this Agreement.
<br /> 14. INDEMNIFICATION. Each Party agrees to indemnify, defend, and hold the
<br /> other and its successors, officers, directors, agents and employees harmless from any and all
<br /> actions, causes of action, claims, demands, costs, liabilities, expenses and damages (including
<br /> attorneys' fees)arising out of,or in connection with,the indemnifying Party's performance of its
<br /> obligations under this Agreement or any breach of this Agreement by the indemnifying Parry.
<br /> The obligation to indemnify in this Section 14 shall not apply to any Participant who is barred by
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