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12 . The laws of the State of North Carolina shall govern the validity and interpretation of the <br /> terms and conditions of this Agreement . <br /> 13 . To the extent permitted by and in accordance with the North Carolina Tort claims <br /> Act , UNCPIAP will indemnify OCDOA for any liability or loss arising from the negligent action <br /> or omissions of UNCPIAP in performance of the Contract . OCDOA , to the extent of North <br /> Carolina law will be solely responsible for the OCDOA ' s acts or omissions and those of its <br /> employees , representatives and agents , including but not limited to any and all wrongful acts and <br /> negligence of its employees , representatives and agents . Each Party , to the extent of North <br /> Carolina law will indemnify and hold harmless the other Party with respect to any and all losses , <br /> costs , damages or other liabilities , including without limitation reasonable attorney ' s fees , arising <br /> from the actions or omission of the Party and/or its employees , representatives and agents . The <br /> indemnification in this section shall survive the termination of the Contract . <br /> SIGNATURE PAGE FOLLOWS <br /> 1000952636DOCXI <br />