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EMERGENCI' M E D I C A L S E R V I C E S I"[R E F RESPONDER ADVANCED E M I SUPPORT AGREEMENT (11/1/2011) EXHIBIT A- DEPICTION AND DEFINITION OF CONTRACTOR'S PRIMARY SERVICE AREA EXHIBIT B- DEPICTION AND DEFINITION OF SUB-AREAS EXHIBIT F- REPORT ON INTERMITTENT OR ROTATIONAL SERVICE INTERRUPTION 17.20 Survival The obligations of this Agreement, which by their nature would continue beyond the termination or expiration of the Agreement, including without limitation, the obligations regarding Indemnification, Ownership of Documents, and Conflict of Interest, shall survive termination or expiration. 17.21 Severability If a court of competent jurisdiction holds that any provision of this Agreement is illegal, unenforceable, or invalid in whole or in part, for any reason, the validity and enforceability of the remaining provisions, or portions of them, shall not be affected, unless an essential purpose of this Agreement would be defeated by the loss of the illegal, unenforceable, or invalid provision. 17.22 Patent and Copyright Indemnity Contractor represents that it knows of no allegations, claims, or threatened claims that the materials, services, hardware or software ("Contractor Products") provided to County under this Agreement infringe any patent, copyright, or other proprietary right. Contractor shall defend, indemnify and hold harmless County, from and against all losses, claims, damages, liabilities, costs expenses and amounts (collectively, "Losses") arising out of or in connection with any claim that any Contractor Products or the use thereof, infringe any patent, copyright or other proprietary right of any third party. County shall: a) notify Contractor promptly of such claim or suit; b) permit Contractor to defend, compromise, or settle the claim; and, c) provide, on a reasonable basis, information to enable Contractor to do so. Contractor shall not agree without County's prior written consent, to any settlement, which would require County to pay money or perform some affirmative act in order to continue using the Contractor Products. If Contractor is obligated to defend County pursuant to this Section and fails to do so after reasonable notice from County, County may defend itself and/or settle such claim or suit, and Contractor shall pay to County any and all losses, damages and expenses (including attorney's fees and costs) incurred in relationship with County's defense and/or settlement of such claim or suit. Page 24 of 26