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— <br /> 6.3A <br /> Page 63 <br /> 1 13.11 SEVERABILITY <br /> 2 If a court of competent jurisdiction holds any non-material provision of this Agreement to <br /> 3 be invalid and unenforceable, the invalidity or unenforceability of such provision shall not <br /> 4 affect any of the remaining provisions of this Agreement which shall be enforced as if <br /> 5 such invalid or unenforceable provision had not been contained herein. <br /> 6 13.12 COSTS AND ATTORNEYS' FEES <br /> 7 The prevailing party in any action brought to enforce the terms of this Agreement or <br /> 8 arising out of this Agreement may recover its reasonable costs expended in connection <br /> 9 with such an action from the other party. However, each party shall bear its own <br /> 10 attorneys' fees. <br /> 11 13.13 1NDEMNITY AGAINST CHALLENGES TO AGREEMENT <br /> 12 Contractor shall indemnify, defend and hold harmless Authority, and its officers, <br /> 13 employees and agents (collectively, the "Indemnitees") from and against any and all <br /> 14 liability, claim, demand, a�tion, proceeding or suit of any and every kind and description <br /> 15 brought by a third person challenging the process by which Proposals were solicited and <br /> 16 evaluated, or this Agreement was negotiated or awarded. Contractor's financial <br /> 17 obligation under this section is limited to the expenditure of fifty thousand dollars <br /> 18 ($50,000). <br /> 19 13.14 NO DAMAGES FOR INVALIDATION OF AGREEMENT <br /> 20 If a final judgment of a cou�t of competent jurisdiction determines that this Agreement is <br /> 21 illegal or was unlawfully entered into by Authority, neither party shall have any claim <br /> 22 against the other for damages of any kind (including but not limited to loss of profits) on <br /> 23 any theory. <br /> 24 13.15 REFERENCES TO LAWS <br /> 25 All references in this Agreement to laws and regulations shall be understood to include <br /> 26 such laws and regulations as they may be subsequently amended or recodified, unless <br /> 27 otherwise specifically provided. In addition, references to specific governmental <br /> 28 agencies shall be understood to include agencies that succeed to or assume the <br /> 29 functions they are currently performing. <br /> Operating Agreement for Shoreway Center <br /> Page - 54 - 7/30/09 <br />