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                                                                   Exhibit 10.17

                                                                        NOVATION

                       SOFTPRO SOFTWARE LICENSE AGREEMENT

This SOFTWARE LICENSE AGREEMENT (the "Agreement") is dated as of September 27,
2005 ("Effective Date") and is made by and between FNIS SoftPro, a division of
FIDELITY NATIONAL INFORMATION SOLUTIONS, INC., with its principal office at 333
East Six Forks Road, Raleigh, North Carolina, 27609 ("SoftPro"), and FIDELITY
NATIONAL TITLE GROUP, INC., with its principal offices at 601 Riverside Avenue
Jacksonville, FL 32204 ("Client" or "FNT").


        WHEREAS, Fidelity National Information Services, Inc. ("FIS"), the
parent company of SoftPro, previously entered into a certain Stock Purchase
Agreement, dated as of December 23, 2004 (the "Stock Purchase Agreement"), with
Fidelity National Financial, Inc., a Delaware corporation ("FNF"), pursuant to
which certain purchasers (the "Purchasers") purchased from FIS 50,000,000 shares
of FIS' common stock, subject to the terms and conditions of the Stock Purchase
Agreement; and

        WHEREAS, a condition to the closing of the transactions contemplated by
the Stock Purchase Agreement required that FIS and FNF enter into certain
Intercompany Agreements (as defined in the Stock Purchase Agreement), and that
the form and substance of such Intercompany Agreements be satisfactory to the
Parties and the representatives of the Purchasers; and

        WHEREAS, SoftPro previously entered into a SoftPro Software License
Agreement dated as of March 4, 2005 (the "FNF Agreement") with FNF, as the
parent company of FNT and its subsidiaries, with respect to the use of certain
software and the provision of certain services, as more fully described herein;
and

        WHEREAS, pursuant to an Assignment and Assumption Agreement of even date
herewith between FNF and FNT, FNT has assumed, with the consent of FIS and
SoftPro, all of FNF's rights and obligations under the FNF Agreement; and

        WHEREAS, SoftPro and FNT wish to enter into a novation of the rights and
obligations under the FNF Agreement, as assumed by and assigned to FNT, so that
FNT is the clear party in interest with respect to the license and services to
be provided by SoftPro, as more particularly described herein;

        NOW THEREFORE, in consideration of the premises, and of the
representations, warranties, covenants and agreements set forth herein, and for
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties hereto agree as follows:


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1.      DEFINITIONS.

        As used in this Agreement:

        1.1     "ASSISTANCE" shall mean installation, conversion planning,
                conversion, consulting assistance, workshops, training or
                education classes performed by SoftPro, or other functions
                mutually agreed to be "Assistance" by Client and SoftPro.

        1.2     "BASE MODIFICATION" shall mean any Modification which SoftPro,
                in its sole discretion, has incorporated into the base version
                of the SoftPro Software which SoftPro makes generally available
                to its customers.

        1.3     "CLIENT SERVER SOFTWARE" shall mean those client-server based
                applications set forth in Section 1.3 of Exhibit A hereto.

        1.4     "COMPETITOR" shall mean a natural or legal person offering a
                product that competes with SoftPro Software.

        1.5     "CUSTOM MODIFICATION" shall mean any Modification to the SoftPro
                Software other than a Base Modification.

        1.6     "DAYS" shall mean calendar days, unless otherwise specified.

        1.7     "DEFECT" shall mean any failure, malfunction, defect or
                non-conformity in the SoftPro Software that prevents the SoftPro
                Software in any material respect from operating and performing
                in accordance with the Documentation.

        1.8     "DOCUMENTATION" shall mean SoftPro's standard operating
                instructions relating to the SoftPro Software, consisting of one
                copy of the object code form of the SoftPro Software; a copy of
                manuals consisting of instructions and procedures for systems
                and operations personnel and end users of SoftPro Software, and
                related documentation which SoftPro makes available to its
                customers in general. SoftPro will deliver the Documentation to
                Client in paper form, on CD ROM or electronically, at SoftPro's
                discretion and in accordance with SoftPro's then-current
                practices for such delivery (except that SoftPro Software shall
                be delivered on machine readable media). Client acknowledges
                that not all items of Documentation are available in all forms
                of media. SoftPro shall have the right to change the medium upon
                which the Documentation is delivered to Client without notice to
                Client. Upon electronic delivery of Documentation, any
                obligation of SoftPro to deliver multiple numbers of copies of
                such Documentation to Client shall have no further force or
                effect.

        1.9     "ESCALATION PROCEDURES" shall mean the procedures set forth in
                Section 10.3 of this Agreement.

        1.10    "INSTALLATION SITE" shall mean each location at which the
                SoftPro Software is installed and which is either (i) owned or
                controlled by Client, (ii) owned or controlled by one or more
                subsidiaries of FIS that are involved in the operation of



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                the LSI business for FIS, or (iii) owned or controlled by a
                Client contractor (who is not a Competitor and who has executed
                a nondisclosure agreement consistent with the terms of this
                Agreement) providing use of systems to Client, and which is
                located in the United States. The initial Installation Site
                address is listed in Section 2 of Exhibit A. Client may update
                the list of Installation Sites from time to time upon thirty
                (30) Days prior written notice to SoftPro.

        1.11    "MAINTENANCE" shall mean the services described in Exhibit B
                hereto.

        1.12    "MAINTENANCE RELEASE" shall mean the current Release of the
                SoftPro Software and the immediately prior Release (provided
                that such Releases have been made available to Client), and
                shall also include, at any given time, each Release delivered to
                Client within the prior two years.

        1.13    "MODIFICATION" shall mean any customization, enhancement,
                modification or change made to the SoftPro Software authored by
                or for SoftPro under this Agreement.

        1.14    "MSA" shall mean the Master Information Technology Services
                Agreement by and between Fidelity Information Services, Inc. and
                Fidelity National Title Group, Inc. entered into as of the date
                hereof, as amended, supplemented or modified from time to time.

        1.15    "PC SOFTWARE" shall mean those personal computer-based
                applications developed by SoftPro that are set forth in Section
                1.2 of Exhibit A.

        1.16    "PROPRIETARY INFORMATION" shall mean all information disclosed
                by or for Client or SoftPro to the other during the negotiations
                hereof and/or learned by reason of the relationship established
                hereunder or pursuant hereto, including, without limitation, the
                SoftPro Software, Documentation, Releases, Modifications and all
                information, data and designs related thereto. Information
                relating to each party's business, plans, affiliates or
                customers shall also be deemed "Proprietary Information" for
                purposes of the Agreement. "Proprietary Information" shall also
                include all "non-public personal information" as defined in
                Title V of the Gramm-Leach-Bliley Act (15 U.S.C. Section 6801,
                et seq.) and the implementing regulations thereunder
                (collectively, the "GLB Act"), as the same may be amended from
                time to time, that SoftPro receives from or at the direction of
                Client and that concerns any of Client's "customers" and/or
                "consumers" (as defined in the GLB Act).

        1.17    "RELEASE" shall mean the Base Modifications, and other new
                versions, corrections, revisions, updates, modifications and
                enhancements to the SoftPro Software and related Documentation
                that SoftPro makes commercially available, without additional
                charge, to licensees of the SoftPro Software to which SoftPro is
                providing Maintenance. A Release does not include any new or
                replacement products.



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        1.18    "SERVER" shall mean a logical server that may include one (1) or
                more physical servers.

        1.19    "SOFTPRO AFFILIATE" shall mean any majority-owned, direct or
                indirect subsidiary of SoftPro, as from time to time
                constituted.

        1.20    "SOFTPRO SOFTWARE" shall mean the object code and/or Source Code
                of any program or part of a program as described in Exhibit A
                licensed hereunder to Client. SoftPro Software includes all Base
                Modifications, all Modifications authored by or for SoftPro, and
                all Releases issued during the term of Maintenance under this
                Agreement.

        1.21    "SOURCE CODE" of SoftPro Software shall mean a copy of the
                source code (or comparable high level coding) for the SoftPro
                Software, including any annotations therein, certified by
                SoftPro to Client, upon each delivery to Client, as a complete
                and accurate copy of source code corresponding to the SoftPro
                Software as last delivered or otherwise made available by
                SoftPro (whether in pieces or in an integrated whole).

        1.22    "THIRD PARTY SOFTWARE" shall mean those third party applications
                provided by SoftPro that are set forth in Section 1.4 of Exhibit
                A.

        1.23    "USE LIMITATIONS" shall mean the use by Client of the Client
                Server Software simultaneously on no more than the number of
                Workstations licensed herein.

        1.24    "WORKSTATION" shall mean any personal computer or computer
                terminal on which use of Client Server Software is authorized.

2.      GRANT OF LICENSE.

        2.1     GRANT. Subject to Client's full payment, as due, of fees listed
                in Exhibit C, SoftPro hereby grants to Client, and Client
                accepts from SoftPro, a world-wide nonexclusive, perpetual,
                irrevocable right and object code license (except as otherwise
                provided for in Section 3 below) to use the SoftPro Software and
                Documentation at the Installation Site(s), subject to the
                restrictions and obligations set forth herein.

        2.2     DELIVERY. Client acknowledges and agrees that it has received,
                prior to the Effective Date, delivery of the SoftPro Software in
                object code form and the Documentation.

3.      SOURCE CODE DELIVERY

        3.1     DUTY TO DELIVER. Under the circumstances listed in Section 3.2
                below, solely for purposes of integration, maintenance,
                modification and enhancement of Client's installation(s) of
                SoftPro Software, SoftPro shall promptly deliver to Client a
                complete copy of Source Code, which shall be subject to all of
                the license terms and restrictions applicable to the SoftPro
                Software.



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        3.2     CONDITIONS. SoftPro's duty of delivery of Source Code as
                described above shall be immediately due and enforceable in
                equity upon any of these circumstances:

                (a)     SoftPro has given notice to Client under terms of
                        Maintenance that SoftPro shall cease, or SoftPro has
                        ceased, (i) providing Maintenance generally or (ii)
                        supporting any part of SoftPro Software, and in the
                        event of notice of future termination, such termination
                        (whenever notice is given) shall be effective within
                        twelve months.

                (b)     SoftPro shall apply for or consent to the appointment of
                        a receiver, trustee, or liquidator of all or a
                        substantial part of its assets, file a voluntary
                        petition in bankruptcy, make a general assignment for
                        the benefit of creditors, file a petition or an answer
                        seeking reorganization or arrangement with creditors or
                        take advantage of any insolvency law, or if an order,
                        judgment or decree shall be entered by any court of
                        competent jurisdiction, on the application of a
                        creditor, adjudicating SoftPro as bankrupt or insolvent
                        or approving a petition seeking reorganization of
                        SoftPro or appointing a receiver, trustee, or liquidator
                        of SoftPro or of all or substantial part of its assets,
                        and such order, judgment or decree shall continue
                        unstayed and in effect for any period of thirty (30)
                        consecutive Days.

                (c)     SoftPro shall be in breach of any material covenant
                        herein or under Maintenance (or of any Development
                        Services SOW under the MSA) which, following notice of
                        breach in reasonable detail from Client, is not cured
                        within thirty (30) Days. To the extent the breach
                        relates to Maintenance on a specific module or separable
                        component of SoftPro Software, the duty of Source Code
                        delivery shall be limited to the Source Code for such
                        specific module or separable component.

                (d)     Client shall have requested development or integration
                        services with respect to SoftPro Software which SoftPro
                        is unable or unwilling to provide or as to which the
                        parties cannot timely come to commercial terms.

                        (i)     To the extent the integration or development
                                relates to a specific module or separable
                                component of SoftPro Software, the duty of
                                Source Code delivery shall be limited to the
                                Source Code for such specific module or
                                separable component.

                        (ii)    In the event of delivery of Source Code by
                                SoftPro under this subsection (d), upon Client's
                                completion of its development or integration
                                effort, equating generally to the same scope of
                                work that SoftPro was requested to perform but
                                did not perform, it will provide to SoftPro a
                                copy of the source code for the development or
                                enhancement, including any annotations therein,
                                certifying same as complete and accurate and,
                                without further formality, SoftPro



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                                shall be deemed granted a license to use that
                                source code developed by Client or its
                                non-Competitor contractors, solely for
                                maintenance or further development of the
                                SoftPro Software as implemented for Client and
                                for no other use or beneficiary.

                        (iii)   Six (6) months following the delivery by Client
                                to SoftPro of source code for Client's
                                developments or enhancements under Section
                                3.2(d)(ii), SoftPro may request that Client
                                certify, and Client will promptly certify to
                                SoftPro, that Client has destroyed all copies of
                                (x) Source Code delivered to it by SoftPro
                                3.2(d) and (y) all copies of the source code for
                                Client's development or enhancement - except two
                                hard copy prints of source code for Client's
                                development or enhancement for proof of
                                authorship.

                        (iv)    Client's right to obtain access to Source Code
                                pursuant to this Section 3.2(d) may be invoked
                                at any time and from time to time, regardless of
                                the continuity of Maintenance.

4.      SOFTWARE USE RESTRICTIONS.

        4.1     RESTRICTIONS ON SOFTPRO SOFTWARE.

                (a)     Client may not use the SoftPro Software in a service
                        bureau or in a time share arrangement.

                (b)     Client may not sell, lease, assign, transfer, distribute
                        or sublicense the SoftPro Software or Documentation, to
                        any party that is not a (direct or indirect) subsidiary
                        of Client except as set forth in Schedule 4.1(b) hereto
                        and except that Client may sublicense the SoftPro
                        Software to one or more subsidiaries of FIS that are
                        involved in the operation of the LSI business for FIS.
                        Client may not sell, lease, assign, transfer, distribute
                        or sublicense the Source Code to any person or entity at
                        any time, except that Client may sublicense the Source
                        Code to a direct or indirect subsidiary of Client as
                        necessary to exercise Client's rights to modify and
                        create derivative works of the SoftPro Software and
                        Documentation.

                (c)     Client shall use SoftPro Software subject to the Use
                        Limitations.

                (d)     Client will not make copies, or similar versions of the
                        SoftPro Software or any part thereof without the prior
                        written consent of SoftPro, except in the process of
                        contemplated use, for administrative, archival or
                        disaster recovery backup, and as expressly provided
                        otherwise herein.

                (e)     Client may not provide copies of the SoftPro Software to
                        any person, firm, or corporation not permitted hereunder
                        except as permitted under Sections 4.1(b) and (d) above,
                        and except as to Client's non-Competitor contractors or
                        subcontractors who have executed nondisclosure terms
                        consistent with the confidentiality terms herein.



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                (f)     Client shall not allow any third party to use or have
                        access to the SoftPro Software for any purpose without
                        SoftPro's prior written consent except as permitted
                        under Sections 4.1(b) and (d) above, and except as to
                        Client's non-Competitor contractors or subcontractors
                        who have executed nondisclosure terms consistent with
                        the confidentiality terms herein.

                (g)     Client agrees not to disclose, decompile, disassemble or
                        reverse engineer the SoftPro Software.

        4.2     ADDITIONAL RESTRICTIONS ON PC SOFTWARE.

                (a)     Except as specifically set forth herein, all other
                        restrictions on use, copying or disclosure of the
                        SoftPro Software and Client's agreement to maintain the
                        confidentiality thereof shall apply to the PC Software
                        and its Documentation.

                (b)     Client may not modify the PC Software (although SoftPro
                        may do so on Client's behalf.)

5.      TERM; TERMINATION

        5.1     The term of license shall be perpetual subject to termination in
                accordance with the terms herein.

        5.2     Client may terminate the license for convenience upon no less
                than ninety (90) days prior written notice to the other.

        5.3     A license enjoyed by a direct or indirect subsidiary of Client
                shall terminate without further formality upon the six month
                anniversary date after such entity's ceasing to be a subsidiary
                of Client. Client shall cause such subsidiary to agree to
                migrate its data off the SoftPro Software and on to an
                alternative product during the above described six month period.
                In any event, if the subsidiary becomes a subsidiary of a
                Competitor, the license to the subsidiary shall terminate
                immediately.

        5.4     In the event Client or a Client subsidiary discloses any of the
                SoftPro Software or any material part of the Documentation to a
                Competitor, then SoftPro upon thirty (30) days prior written
                notice to Client, may terminate the license with respect to that
                portion of relating to the SoftPro Software and Documentation
                provided to such competitor if Client on its own does not (or if
                Client does not cause its subsidiary to) discontinue disclosure
                of the SoftPro Software and Documentation to such Competitor
                within thirty days following Client's receipt of SoftPro'
                written notice. Any such termination shall be effective upon the
                expiration of the cure period. The foregoing is intended to
                apply only to the remedy of termination. SoftPro shall retain
                the right to pursue any other remedies in the event Client or
                its Subsidiary makes an unauthorized disclosure to a Competitor,
                including injunctive relief or recovery of damages, and,
                depending on the nature of the



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                disclosure, requesting that Client undertake other measures in
                addition to simply discontinuing disclosure to the Competitor.

        5.5     In the event of termination of the license for any reason,
                Client and/or its subsidiary, as applicable, shall promptly
                cease all use of the relevant SoftPro Software, delete from its
                systems all copies of the relevant SoftPro Software, and within
                thirty (30) days of termination, return to SoftPro all tangible
                copies of the relevant SoftPro Software, together with
                certification that is has ceased such use, deleted such copies
                and returned such tangible copies as required hereunder.

        5.6     Each party acknowledges and agrees that, in the event of
                Client's breach or threatened breach or any provision of
                Sections 4, 5.3, 5.4, 5.5 or 7, SoftPro shall have no adequate
                remedy in damages and notwithstanding the dispute resolution
                provisions in Section 11 hereof, is entitled to seek an
                injunction to prevent such breach or threatened breach;
                provided, however, no specification of a particular legal or
                equitable remedy is to be construed as a waiver, prohibition, or
                limitation of any legal or equitable remedies in the event of a
                breach hereof.

        5.7     Licenses purchased pursuant to the option in Schedule 4.1(b)
                shall survive in accordance with their terms.

6.      INTELLECTUAL PROPERTY RIGHTS.

        6.1     OWNERSHIP OF SOFTPRO SOFTWARE AND DOCUMENTATION. From the date
                the SoftPro Software and Documentation is first disclosed to
                Client, and at all times thereafter, as between the parties,
                SoftPro and its licensors shall be the sole and exclusive owners
                of all right, title, and interest in and to the SoftPro
                Software, Documentation and all Modifications, including,
                without limitation, all intellectual property and other rights
                related thereto. The parties acknowledge that this Agreement in
                no way limits or restricts SoftPro and the SoftPro Affiliates
                from developing or marketing on their own or for any third party
                in the United States or any other country, the SoftPro Software,
                Documentation or Modifications, or any similar software
                (including, but not limited to, any modification, enhancement,
                interface, upgrade, change and all software, source code,
                blueprints, diagrams, flow charts, specifications, functional
                descriptions or training materials relating thereto) without
                payment of any compensation to Client, or any notice to Client.

        6.2     DEVELOPMENT SERVICES. Client may from time to time wish to
                augment the SoftPro product with additional functionality or
                utility, or to integrate it with Client systems from other
                sources, and for such purposes may request the provision of
                development services from SoftPro pursuant to a statement of
                work under the MSA (a "SOW").

        6.3     CONFLICT WITH MSA. Title to any SoftPro work product developed
                under the MSA shall be determined by the MSA notwithstanding any
                conflicting terms herein.



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7.      CONFIDENTIALITY.

        7.1     CONFIDENTIALITY OBLIGATION. Proprietary Information (i) shall be
                deemed the property of the disclosing party (or the party for
                whom such data was collected or processed, if any), (ii) shall
                be used solely for the purposes of administering and otherwise
                implementing the terms of this Agreement and any ancillary
                agreements, and (iii) shall be protected by the receiving party
                in accordance with the terms of this Section 7.

        7.2     NON-DISCLOSURE COVENANT. Except as set forth in this Section,
                neither party shall disclose the Proprietary Information of the
                other party in whole or in part, including derivations, to any
                third party. If the parties agree to a specific nondisclosure
                period for a specific document, the disclosing party shall mark
                the document with that nondisclosure period. In the absence of a
                specific period, the duty of confidentiality for (a) SoftPro
                Software (except pursuant to Schedule 4.1(b),) Source Code and
                related Documentation shall extend in perpetuity and (b) with
                respect to any other Proprietary Information shall extend for a
                period of five (5) years from disclosure. Proprietary
                Information shall be held in confidence by the receiving party
                and its employees, and shall be disclosed to only those of the
                receiving party's employees and professional advisors who have a
                need for it in connection with the administration and
                implementation of this Agreement. In no event shall Client
                disclose SoftPro Proprietary Information to a Competitor of
                SoftPro. Each party shall use the same degree of care and afford
                the same protections to the Proprietary Information of the other
                party as it uses and affords to its own Proprietary Information.

        7.3     EXCEPTIONS. Proprietary Information shall not be deemed
                proprietary and, subject to the carve-out below, the receiving
                party shall have no obligation of nondisclosure with respect to
                any such information which:

                (i)     is or becomes publicly known through no wrongful act,
                        fault or negligence of the receiving party;

                (ii)    was disclosed to the receiving party by a third party
                        that was free of obligations of confidentiality to the
                        party providing the information;

                (iii)   is approved for release by written authorization of the
                        disclosing party;

                (iv)    was known to the receiving party prior to receipt of the
                        information;

                (v)     was independently developed by the receiving party
                        without access to or use of the Proprietary Information
                        of the disclosing party; or

                (vi)    is publicly disclosed pursuant to a requirement or
                        request of a governmental agency, or disclosure is
                        required by operation of law.

                Notwithstanding application of any of the foregoing exceptions,
                in no event shall SoftPro treat as other than Proprietary
                Information, information comprising nonpublic personal
                information under the GLB Act.



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        7.4     CONFIDENTIALITY OF THIS AGREEMENT; PROTECTIVE ARRANGEMENTS.

                (a)     The parties acknowledge that this Agreement contains
                        confidential information that may be considered
                        proprietary by one or both of the parties, and agree to
                        limit distribution of this Agreement to those employees
                        of Client and SoftPro with a need to know the contents
                        of this Agreement or as required by law or national
                        stock exchange rule. In no event may this Agreement be
                        reproduced or copies shown to any third parties (except
                        counsel, auditors and professional advisors) without the
                        prior written consent of the other party, except as may
                        be necessary by reason of legal, accounting, tax or
                        regulatory requirements, in which event Client and
                        SoftPro agree to exercise reasonable diligence in
                        limiting such disclosure to the minimum necessary under
                        the particular circumstances.

                (b)     In addition, each party shall give notice to the other
                        party of any demands to disclose or provide Proprietary
                        Information of the other party under or pursuant to
                        lawful process prior to disclosing or furnishing such
                        Proprietary Information, and shall cooperate in seeking
                        reasonable protective arrangements.

8.      CONTINUING UNDERTAKINGS.

        During the duration of the license granted hereunder, SoftPro shall
        offer Maintenance for the SoftPro Software for the fees set forth in
        Exhibit C hereto. A description of Maintenance services is set forth in
        Exhibit B hereto. Any related professional services shall be performed
        pursuant to Exhibit B of the MSA.

9.      INVOICING AND PAYMENTS, PAST DUE AMOUNTS, CURRENCY.

        9.1     INVOICING AND PAYMENT REQUIREMENTS. SoftPro shall invoice for
                such fees described in Exhibit C hereto as well as for any
                expenses and any other applicable charges incurred and owing
                hereunder. In accordance with this Section 9.1, Client shall pay
                SoftPro the invoiced amount in full on or prior to thirty (30)
                Days after Client's receipt of such invoice unless Client
                notifies SoftPro within such period that it is in good faith
                disputing SoftPro's invoice. Client shall make all payments to
                SoftPro by check, credit card or wire transfer of immediately
                available funds to an account or accounts designated by SoftPro.
                Payment in full shall not preclude later dispute of charges or
                adjustment of improper payments.

        9.2     PAST DUE AMOUNTS. Any amount not received or disputed by Client
                by the date payment is due shall be subject to interest on the
                overdue balance at a rate equal to the prime rate as published
                in the table money rates in the Wall Street Journal on the
                date.of payment (or the prior date on which the Wall Street
                Journal was published if not published on the date of payment),
                plus one percent from the due date, until paid, applied to the
                outstanding balance from time to time. Any amount paid but later
                deemed not to have been due, will be repaid or credited with
                interest on the same terms.



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        9.3     CURRENCY. All fees and charges listed and referred to in this
                Agreement are stated in and shall be paid in U.S. Dollars.

10.     ASSISTANCE.

        10.1    BASIS FOR ASSISTANCE. Assistance, except to the extent included
                in Maintenance, is not included in this Agreement. If Client
                desires to purchase Assistance from SoftPro or a SoftPro
                Affiliate, such Assistance shall be provided pursuant to
                separate agreement. Notwithstanding the foregoing, to the extent
                Assistance is available under the MSA, its performance shall be
                governed by the terms of the MSA.

11.     DISPUTE RESOLUTION.

        11.1    DISPUTE RESOLUTION PROCEDURES. If, prior to the termination of
                this Agreement or the license granted herein, and prior to
                notice of termination given by either party to the other, a
                dispute arises between SoftPro and Client with respect to the
                terms and conditions of this Agreement, or any subject matter
                governed by this Agreement (other than disputes regarding a
                party's compliance with the provisions of Sections 4 and/or 7),
                such dispute shall be settled as set forth in this Section 11.
                If either party exercises its right to initiate the dispute
                resolution procedures under this Section 11, then during such
                procedure any time periods providing for termination of the
                Agreement or curing any material breach pursuant to the terms of
                this Agreement shall be suspended automatically, except with
                respect to any termination or breach arising out of Client's
                failure to make any undisputed timely and complete payments to
                SoftPro under this Agreement. At such time as the dispute is
                resolved, if such dispute involved the payment of monies,
                interest at a rate equal to the prime rate as published in the
                table money rates in the Wall Street Journal on the date the
                dispute is resolved (or the prior date on which the Wall Street
                Journal was published if not published on the date the dispute
                was resolved) plus one percent for the period of dispute shall
                be paid to the party entitled to receive the disputed monies to
                compensate for the lapsed time between the date such disputed
                amount originally was to have been paid (or was paid) through
                the date monies are paid (or repaid) in settlement of the
                dispute. Disputes arising under Sections 4 or 7 may be resolved
                by judicial recourse or in any other manner agreed by the
                parties.

        11.2    ESCALATION PROCEDURES.

                (a)     Each of the parties shall escalate and negotiate, in
                        good faith, any claim or dispute that has not been
                        satisfactorily resolved between the parties at the level
                        where the issue is discovered and has immediate impact
                        (excluding issues of title to work product, which shall
                        be initially addressed at the general counsel level but
                        otherwise pursuant to Section 11.2(b) following). To
                        this end, each party shall escalate any and all
                        unresolved disputes or claims in accordance with this
                        Section 11.2 at any time to persons responsible for the
                        administration of the relationship reflected in this



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                        Agreement. The location, format, frequency, duration and
                        conclusion of these elevated discussions shall be left
                        to the discretion of the representatives involved. If
                        such parties do not resolve the underlying dispute
                        within ten (10) Days of its escalation to them, then
                        either party may notify the other in writing that he/she
                        desires to elevate the dispute or claim to the President
                        of Fidelity National Information Solutions, Inc. and the
                        President of Fidelity National Title Group, Inc. or
                        their designated representative(s) for resolution.

                (b)     Upon receipt by a party of a written notice escalating
                        the dispute to the company president level, the
                        President of Fidelity National Information Solutions,
                        Inc. and the President of Fidelity National Title Group,
                        Inc. or their designated representative(s) shall
                        promptly communicate with his/her counter party,
                        negotiate in good faith and use reasonable efforts to
                        resolve such dispute or claim. The location, format,
                        frequency, duration and conclusion of these elevated
                        discussions shall be left to the discretion of the
                        representatives involved. Upon agreement, such
                        representatives may utilize other alternative dispute
                        resolution procedures to assist in the negotiations. If
                        the parties have not resolved the dispute within ten
                        (10) Days after receipt of the notice elevating the
                        dispute to this level, either may once again escalate
                        the dispute to binding arbitration.

                (c)     All discussions and correspondence among the
                        representatives for purposes of these negotiations shall
                        be treated as Proprietary Information developed for
                        purposes of settlement, exempt from discovery and
                        production, which shall not be admissible in any
                        subsequent proceedings between the parties. Documents
                        identified in or provided with such communications,
                        which are not prepared for purposes of the negotiations,
                        are not so exempted and may, if otherwise admissible, be
                        admitted in evidence in such subsequent proceeding.

        11.3    ARBITRATION PROCEDURES. If a claim, controversy or dispute
                between the parties with respect to the terms and conditions of
                this Agreement, or any subject matter governed by this Agreement
                (and not otherwise excepted), has not been timely resolved
                pursuant to the foregoing escalation process, upon notice either
                party may initiate binding arbitration of the issue in
                accordance with the following procedures.

                (a)     Either party may request arbitration by giving the other
                        party written notice to such effect, which notice shall
                        describe, in reasonable detail, the nature of the
                        dispute, controversy or claim. Such arbitration shall be
                        governed by the then current version of the Commercial
                        Arbitration Rules and Mediation Procedures of the
                        American Arbitration Association. The Arbitration will
                        be conducted in Jacksonville, Florida in front of one
                        mutually agreed upon arbitrator.



                                       12
<PAGE>

                (b)     Each party shall bear its own fees, costs and expenses
                        of the arbitration and its own legal expenses,
                        attorneys' fees and costs of all experts and witnesses.
                        Unless the award provides otherwise, the fees and
                        expenses of the arbitration procedures, including the
                        fees of the arbitrator or arbitrators, will be shared
                        equally by the involved parties.

                (c)     Any award rendered pursuant to such arbitration shall be
                        final, conclusive and binding upon the parties, and any
                        judgment thereon may be entered and enforced in any
                        court of competent jurisdiction.

        11.4    CONTINUATION OF SERVICES. Unless SoftPro initiates an action for
                Client's failure to make timely and complete payment of
                undisputed amounts claimed due to SoftPro, SoftPro will continue
                to provide Maintenance under the Maintenance services agreement
                (and development services under an MSA SOW), and unless Client
                is unable to lawfully use the SoftPro Software and Modifications
                thereto, Client will continue to make payments of undisputed
                amounts to SoftPro, in accordance with this Agreement,
                notwithstanding a dispute between the parties relating hereto or
                otherwise.

12.     LIMITATION OF LIABILITY.

        12.1    EXCEPT TO THE EXTENT ARISING FROM GROSS NEGLIGENCE, WILLFUL
                MISCONDUCT, BY REASON OF AN INDEMNITY OBLIGATION HEREUNDER OR BY
                REASON OF A BREACH OF WARRANTY, EITHER PARTY'S LIABILITY FOR ANY
                CLAIM OR CAUSE OF ACTION WHETHER BASED IN CONTRACT, TORT OR
                OTHERWISE WHICH ARISES UNDER OR IS RELATED TO THIS AGREEMENT
                SHALL BE LIMITED TO THE OTHER PARTY'S DIRECT OUT-OF-POCKET
                DAMAGES, ACTUALLY INCURRED, WHICH UNDER NO CIRCUMSTANCES SHALL
                EXCEED, IN THE AGGREGATE, THE AMOUNT PAID BY CLIENT TO SOFTPRO
                UNDER THIS AGREEMENT FOR THE 12-MONTH PERIOD IMMEDIATELY
                PRECEDING THE DATE THE CLAIM AROSE.

        12.2    IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, SPECIAL,
                PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND
                WHATSOEVER OR THE CLAIMS OR DEMANDS MADE BY ANY THIRD PARTIES,
                WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
                DAMAGES.

        12.3    CLIENT SOFTWARE. SoftPro has no obligation or liability, either
                express or implied, with respect to the compatibility of SoftPro
                Software with any other software unless provided or specified by
                SoftPro including, but not limited to, Client software and/or
                Client-provided third party software.



                                       13
<PAGE>

13.     INDEMNIFICATION.

        13.1    PROPERTY DAMAGE. Subject to Section 12 hereof, each party agrees
                to indemnify, defend and hold harmless the other and its
                officers, directors, employees, and affiliates (including, where
                applicable, the SoftPro Affiliates and Client affiliates), and
                agents from any and all liabilities, losses, costs, damages and
                expenses (including reasonable attorneys' fees) arising from or
                in connection with the damage, loss (including theft) or
                destruction of any real property or tangible personal property
                of the indemnified party resulting from the actions or inactions
                of any employee, agent or subcontractor of the indemnifying
                party insofar as such damage arises out of or is ancillary to
                fulfilling its obligations under this Agreement and to the
                extent such damage is due to any negligence, breach of statutory
                duty, omission or default of the indemnifying party, its
                employees, agents or subcontractors.

        13.2    INFRINGEMENT OF SOFTPRO SOFTWARE. SoftPro agrees to defend at
                its own expense, any claim or action brought by any third party
                against Client and/or against its officers, directors, and
                employees and affiliates, for actual or alleged infringement
                within the United States of any patent, copyright or other
                intellectual property right (including, but not limited to,
                misappropriation of trade secrets) based upon the SoftPro
                Software (except to the extent such infringement claim is (i)
                caused by Client-specified Custom Modifications to the SoftPro
                Software which could not have been made in a non-infringing
                manner; (ii) caused by the combination of SoftPro Software with
                software or hardware not provided, specified or approved by
                SoftPro; or (iii) based upon the Third Party Software
                ("Indemnified SoftPro Software")). Client, at its sole
                discretion and cost, may participate in the defense and all
                negotiations for its settlement or compromise. SoftPro further
                agrees to indemnify and hold Client, its officers, directors,
                employees and affiliates harmless from and against any and all
                liabilities, losses, costs, damages, and expenses (including
                reasonable attorneys' fees) associated with any such claim or
                action incurred by Client. SoftPro shall conduct and control the
                defense of any such claim or action and negotiations for its
                settlement or compromise, by the payment of money. SoftPro shall
                give Client, and Client shall give SoftPro, as appropriate,
                prompt written notice of any written threat, warning or notice
                of any such claim or action against SoftPro or Client, as
                appropriate, or any other user or any supplier of components of
                the Indemnified SoftPro Software, which could have an adverse
                impact on Client's use of same, provided SoftPro or Client, as
                appropriate, knows of such claim or action. If in any such suit
                so defended, all or any part of the Indemnified SoftPro Software
                (or any component thereof) is held to constitute an infringement
                or violation of any other party's intellectual property rights
                and is enjoined, SoftPro shall at its sole option take one or
                more of the following actions at no additional cost to Client:
                (i) procure the right to continue the use of the same without
                material interruption for Client; (ii) replace the same with
                non-infringing software; (iii) modify said Indemnified SoftPro
                Software so as to be non-infringing; or (iv) take back the
                infringing Indemnified SoftPro Software and credit Client with
                an amount equal to its purchase price. The



                                       14
<PAGE>

                foregoing represents the sole and exclusive remedy of Client for
                infringement or alleged infringement.

        13.3    DISPUTE RESOLUTION. The provisions of Section 13 shall apply
                with respect to the submission of any claim for indemnification
                under this Agreement and the resolution of any disputes relating
                to such claim.

14.     FORCE MAJEURE, TIME OF PERFORMANCE AND INCREASED COSTS.

        14.1    FORCE MAJEURE.

                (a)     Neither party shall be held liable for any delay or
                        failure in performance of its obligations under this
                        Agreement from any cause which with the observation of
                        reasonable care, could not have been avoided - which may
                        include, without limitation, acts of civil or military
                        authority, government regulations, government agencies,
                        epidemics, war, terrorist acts, riots, insurrections,
                        fires, explosions, earthquakes, hurricanes, tornadoes,
                        nuclear accidents, floods, power blackouts affecting
                        facilities (the "Affected Performance").

                (b)     Upon the occurrence of a condition described in Section
                        14.1(a), the party whose performance is affected shall
                        give written notice to the other party describing the
                        Affected Performance, and the parties shall promptly
                        confer, in good faith, to agree upon equitable,
                        reasonable action to minimize the impact on both parties
                        of such condition, including, without limitation,
                        implementing disaster recovery procedures. The parties
                        agree that the party whose performance is affected shall
                        use commercially reasonable efforts to minimize the
                        delay caused by the force majeure events and recommence
                        the Affected Performance. If the delay caused by the
                        force majeure event lasts for more than fifteen (15)
                        Days, the parties shall negotiate an equitable amendment
                        to this Agreement with respect to the Affected
                        Performance. If the parties are unable to agree upon an
                        equitable amendment within ten (10) Days after such
                        fifteen (15)-Day period has expired, then either party
                        shall be entitled to serve thirty (30) Days' notice of
                        termination on the other party with respect to only such
                        Affected Performance. The remaining portion of the
                        Agreement that does not involve the Affected Performance
                        shall continue in full force and effect. SoftPro shall
                        be entitled to be paid for that portion of the Affected
                        Performance which it completed through the termination
                        date.

        14.2    TIME OF PERFORMANCE AND INCREASED COSTS. SoftPro's time of
                performance under this Agreement shall be adjusted, if and to
                the extent reasonably necessary, in the event and to the extent
                that (i) Client fails to timely submit material data or
                materials in the prescribed form or in accordance with the
                requirements of this Agreement, (ii) Client fails to perform on
                a timely basis, the material functions or other responsibilities
                of Client described in this Agreement, (iii) Client or any
                governmental agency authorized to regulate or supervise Client
                makes any special



                                       15
<PAGE>

                request, which is affirmed by Client and/or compulsory on
                SoftPro, which affects Pro's normal performance schedule, or
                (iv) Client has modified the SoftPro Software in a manner
                affecting SoftPro's burden. In addition, if any of the above
                events occur, and such event results in an increased cost to
                SoftPro, SoftPro shall estimate such increased costs in writing
                in advance and, upon Client's approval, Client shall be required
                to pay any and all such reasonable, increased costs to SoftPro
                upon documented expenditure, up to 110% of the estimate.

15.     NOTICES.

        15.1    NOTICES. Except as otherwise provided under this Agreement or in
                the Exhibits, all notices, demands or requests or other
                communications required or permitted to be given or delivered
                under this Agreement shall be in writing and shall be deemed to
                have been duly given when received by the designated recipient.
                Written notice may be delivered in person or sent via reputable
                air courier service and addressed as set forth below:

                If to Client:   Fidelity National Title Group, Inc.
                                601 Riverside Avenue
                                Jacksonville, FL 32204
                                Attn: President

                with a copy to: Fidelity National Title Group, Inc.
                                601 Riverside Avenue
                                Jacksonville, FL 32204
                                Attn: General Counsel

                If to SoftPro:  Fidelity National Information Solutions, Inc.
                                FNIS SoftPro Division
                                333 East Six Forks Road
                                Raleigh, NC 27609-7865
                                Attn:  President

                with a copy to: Fidelity Information Services, Inc.
                                601 Riverside Avenue
                                Jacksonville, FL 32204
                                Attn: General Counsel

        15.2    CHANGE OF ADDRESS. The address to which such notices, demands,
                requests, elections or other communications are to be given by
                either party may be changed by written notice given by such
                party to the other party pursuant to this Section.

16.     WARRANTIES.

        16.1    PERFORMANCE. For as long as SoftPro is providing Maintenance to
                Client for the SoftPro Software, SoftPro warrants and represents
                that the SoftPro Software and the Custom Modifications, as
                delivered to Client and the Base Modifications, will



                                       16
<PAGE>

                perform in all material respects in accordance with the
                respective Documentation, in concert and otherwise.

        16.2    PERFORMANCE OF OBLIGATIONS. Each party represents and warrants
                to the other that it shall perform its respective obligations
                under this Agreement, including Exhibits and Schedules, in a
                professional and workmanlike manner.

        16.3    COMPLIANCE WITH LAW. SoftPro warrants that (i) it has the power
                and corporate authority to enter into and perform this
                Agreement, (ii) its performance of this Agreement does not and
                will not violate any governmental law, regulation, rule or
                order, contract, charter or by-law; (iii) it has sufficient
                right, title and interest (or another majority-owned, direct or
                indirect subsidiary of FNF has or will grant it sufficient
                license rights) in the SoftPro Software to grant the licenses
                herein granted, (iv) it has received no written notice of any
                third party claim or threat of a claim alleging that any part of
                the SoftPro Software infringes the rights of any third party in
                any of the United States, and (v) each item of SoftPro Software
                provided by or for SoftPro to Client shall be delivered free of
                undisclosed trapdoors, Trojan horses, time bombs, time outs,
                spyware, viruses or other code which, with the passage of time,
                in the absence of action or upon a trigger, would interfere with
                the normal use of, or access to, any file, datum or system.

        16.4    EXCLUSIVE WARRANTIES. EXCEPT AS PROVIDED IN THIS AGREEMENT,
                NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND,
                EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE
                IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
                PARTICULAR PURPOSE, AND EACH PARTY AGREES THAT ALL
                REPRESENTATIONS AND WARRANTIES THAT ARE NOT EXPRESSLY PROVIDED
                IN THIS AGREEMENT ARE HEREBY EXCLUDED AND DISCLAIMED.

17.     MISCELLANEOUS.

        17.1    ASSIGNMENT. Except as set forth herein, neither party may sell,
                assign, convey, or transfer the licenses granted hereunder or
                any of such party's rights or interests, or delegate any of its
                obligations hereunder without the written consent of the other
                party. Any such consent shall be conditioned upon the
                understanding that this Agreement shall be binding upon the
                assigning party's successors and assigns. Either party may
                assign this Agreement to any direct or indirect subsidiary that
                is not a Competitor except that the assigning party shall remain
                responsible for all obligations under this Agreement including
                the payment of fees. Notwithstanding anything contained herein
                to the contrary, Client may not assign this Agreement to a
                Competitor.

        17.2    SEVERABILITY. Provided Client retains quiet enjoyment of the
                SoftPro Software including Custom Modifications and Base
                Modifications, if any one or more of the provisions contained
                herein shall for any reason be held to be unenforceable in any
                respect under law, such unenforceability shall not affect any
                other provision



                                       17
<PAGE>

                of this Agreement, but this Agreement shall be construed as if
                such unenforceable provision or provisions had never been
                contained herein, provided that the removal of such offending
                term or provision does not materially alter the burdens or
                benefits of either of the parties under this Agreement or any
                Exhibit or Schedule, in which case the unenforceable portion
                shall be replaced by one that reflects the parties original
                intent as closely as possible while remaining enforceable.

        17.3    THIRD PARTY BENEFICIARIES. Except as set forth herein, the
                provisions of this Agreement are for the benefit of the parties
                and not for any other person. Should any third party institute
                proceedings, this Agreement shall not provide any such person
                with any remedy, claim, liability, reimbursement, cause of
                action, or other right.

        17.4    GOVERNING LAW; FORUM SELECTION; CONSENT OF JURISDICTION. This
                Agreement will be governed by and construed under the laws of
                the State of Florida, USA, without regard to principles of
                conflict of laws. The parties agree that the only circumstance
                in which disputes between them, not otherwise excepted from the
                resolution process described in Section 11, will not be subject
                to the provisions of Section 11 is where a party makes a good
                faith determination that a breach of the terms of this Agreement
                by the other party requires prompt and equitable relief. Each of
                the parties submits to the personal jurisdiction of any state or
                federal court sitting in Jacksonville, Florida with respect to
                such judicial proceedings. Each of the parties waives any
                defense of inconvenient forum to the maintenance of any action
                or proceeding so brought and waives any bond, surety or to other
                security that might be required of any party with respect
                thereto. Any party may make service on the other party by
                sending or delivering a copy of the process to the party to be
                served at the address set forth in Section 15 above. Nothing in
                this Section, however, shall affect the right of any party to
                serve legal process in any other manner permitted by law or in
                equity. Each party agrees that a final judgment in any action or
                proceeding so brought shall be conclusive and may be enforced by
                suit on the judgment or in any other manner provided by law or
                in equity.

        17.5    EXECUTED IN COUNTERPARTS. This Agreement may be executed in
                counterparts, each of which shall be an original, but such
                counterparts shall together constitute but one and the same
                document.

        17.6    CONSTRUCTION. The headings and numbering of sections in this
                Agreement are for convenience only and shall not be construed to
                define or limit any of the terms or affect the scope, meaning or
                interpretation of this Agreement or the particular section to
                which they relate. This Agreement and the provisions contained
                herein shall not be construed or interpreted for or against any
                party because that party drafted or caused its legal
                representative to draft any of its provisions.

        17.7    ENTIRE AGREEMENT. This Agreement, including the Exhibits and
                Schedules attached hereto and the agreements referenced herein
                constitute the entire



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<PAGE>

                agreement between the parties, and supersedes all prior oral or
                written agreements, representations, statements, negotiations,
                understandings, proposals, marketing brochures, correspondence
                and undertakings related thereto.

        17.8    AMENDMENTS AND WAIVERS. This Agreement may be amended only by
                written agreement signed by duly authorized representatives of
                each party. No waiver of any provisions of this Agreement and no
                consent to any default under this Agreement shall be effective
                unless the same shall be in writing and signed by or on behalf
                of both parties. No course of dealing or failure of any party to
                strictly enforce any term, right or condition of this Agreement
                shall be construed as a waiver of such term, right or condition.
                Waiver by either party of any default by the other party shall
                not be deemed a waiver of any other default. Notwithstanding the
                foregoing, at any time prior to the Sale of FNIS or any offering
                and sale to the public of any shares or equity securities of
                FNIS or any of its Subsidiaries pursuant to a registration
                statement in the United States, this Agreement may not be
                amended without the prior written consent of Thomas H. Lee
                Equity Fund V, L.P. ("THL") and TPG Partners III, L.P. ("TPG")
                if such amendment would affect any of the term of the Agreement,
                Sections 2, 3, 4, 6, 9, 12, 13, 14.2, 16.2, 17.10, Exhibits B or
                C, rights upon default by Client or SoftPro's right to
                terminate, in any manner materially adverse to the consolidated
                business activities of the FNIS Group (defined below), taken as
                a whole, or FNIS Group's costs of doing business, viewed on a
                consolidated basis, provided that in no event shall any change
                to the schedules hereto require such prior written consent
                unless such change would materially and adversely affect in any
                manner FNIS Group's consolidated business activities, taken as a
                whole, or FNIS Group's costs of doing business, viewed on a
                consolidated basis, and provided, further that in no event shall
                the amendment provisions set forth in this Section 17.8 be
                amended or modified without the consent of THL and TPG. THL and
                TPG are intended third party beneficiaries of this Agreement
                solely with respect to this Section 17.8. "FNIS Group" means
                FNIS, Subsidiaries of FNIS, and each Person that FNIS directly
                or indirectly controls (within the meaning of the Securities
                Act) immediately after the Effective Date, and each other
                individual, a partnership, corporation, limited liability
                company, association, joint stock company, trust, joint venture,
                unincorporated organization, governmental entity or department,
                agency, or political subdivision thereof that becomes an
                Affiliate of FNIS after the Effective Date. "Sale of FNIS" means
                an acquisition by any Person (within the meaning of Section
                3(a)(9) of the Securities and Exchange Act of 1934, as amended
                (the "Exchange Act") and used in Sections 13(d) and 14(d)
                thereof ("Person")) of Beneficial Ownership (within the meaning
                of Rule 13d-3 under the Exchange Act) of 50% or more of either
                the then outstanding shares of FNIS common stock or the combined
                voting power of the then outstanding voting securities of FNIS
                entitled to vote generally in the election of directors;
                excluding, however, the following: (i) any acquisition directly
                from FNIS, other than an acquisition by virtue of the exercise
                of a conversion privilege unless the security being so converted
                was itself acquired directly from FNIS or (ii) any acquisition
                by any employee benefit plan (or related trust) sponsored or
                maintained by FNIS or a member of the FNIS Group.



                                       19
<PAGE>

        17.9    REMEDIES CUMULATIVE. Unless otherwise provided for under this
                Agreement, all rights of termination or cancellation, or other
                remedies set forth in this Agreement, are cumulative and are not
                intended to be exclusive of other remedies to which the injured
                party may be entitled by law or equity in case of any breach or
                threatened breach by the other party of any provision in this
                Agreement. Use of one or more remedies shall not bar use of any
                other remedy for the purpose of enforcing any provision of this
                Agreement.

        17.10   TAXES. All charges and fees to be paid under this Agreement are
                exclusive of any applicable sales, use, service or similar tax
                which may be assessed currently or in the future on the SoftPro
                Software or related services provided under this Agreement. If a
                sales, use, services or a similar tax is assessed on the SoftPro
                Software or related services provided to Client under this
                Agreement, Client will pay directly, reimburse or indemnify
                SoftPro for such taxes as well as any applicable interest and
                penalties. Client shall pay such taxes in addition to the sums
                otherwise due under this Agreement. SoftPro shall, to the extent
                it is aware of taxes, itemize them on a proper VAT, GST or other
                invoice submitted pursuant to this Agreement. All property,
                employment and income taxes based on the assets, employees and
                net income, respectively, of SoftPro shall be SoftPro's sole
                responsibility. The parties will cooperate with each other in
                determining the extent to which any tax is due and owing under
                the circumstances and shall provide and make available to each
                other any withholding certificates, information regarding the
                location of use of the SoftPro Software or provision of the
                services or sale and any other exemption certificates or
                information reasonably requested by either party.



                           [signature page to follow]



                                       20
<PAGE>

        17.11   PRESS RELEASES. The parties shall consult with each other in
                preparing any press release, public announcement, news media
                response or other form of release of information concerning this
                Agreement or the transactions contemplated hereby that is
                intended to provide such information to the news media or the
                public (a "Press Release"). Neither party shall issue or cause
                the publication of any such Press Release without the prior
                written consent of the other party; except that nothing herein
                will prohibit either party from issuing or causing publication
                of any such Press Release to the extent that such action is
                required by applicable law or the rules of any national stock
                exchange applicable to such party or its affiliates, in which
                case the party wishing to make such disclosure will, if
                practicable under the circumstances, notify the other party of
                the proposed time of issuance of such Press Release and consult
                with and allow the other party reasonable time to comment on
                such Press Release in advance of its issuance.



IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective
Date by their duly authorized representatives.

                             FIDELITY NATIONAL INFORMATION SOLUTIONS, INC.


                             By /s/  Michael L. Gravelle
                                -------------------------------------
                                     Michael L. Gravelle
                                     Senior Vice President



                             FIDELITY NATIONAL TITLE GROUP, INC.


                             By   /s/ Raymond R. Quirk
                                -------------------------------------
                                      Raymond R. Quirk
                                      Chief Executive Officer




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