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by the County. Upon acceptance of the goods, risk of loss will pass to the County, except <br />as to latent defects, fraud, and GenPac's warranty obligations. <br />6) Product Warranty. GenPac warrants that the goods furnished will be of good materials <br />and workmanship, free from defect, fit for the purposes for which they were purchased, and <br />conform to the specifications listed in the County's request for proposals and solicitation <br />documents submitted to the County by GenPac,. Such warranties are in addition to all <br />express warranties and will run to the benefit of the County. GenPac's period of warranty <br />with respect to each item will be at least as long as that of the manufacturer of such item. <br />7) Conforming Goods. The goods subject to this agreement shall conform in all respects with <br />the solicitation documents. In the event of non -conformity, and without limitation upon any <br />other remedy, the County shall have no financial obligation in regard to the non- <br />conforming goods. <br />8) Termination. The County may terminate this agreement when GenPac has been provided <br />written notice of default or non-compliance and has failed to cure the default or non- <br />compliance within thirty (30) calendar days. The County, upon termination for default or <br />non-compliance, reserves the right to make any legal action it may deem necessary <br />including, without limitation, offset of damages against any payment due. <br />9) Indemnity. To the fullest extent permitted by law, GenPac shall indemnify and hold <br />harmless the County and its officials, agents, and employees from and against all claims, <br />damages, losses, and expenses, direct, indirect, or consequential (including but not limited <br />to attorney's fees) arising out of or resulting from the performance of this Contract or the <br />actions of GenPac or its officials, employees, or contractors under this agreement or under <br />agreements entered into by the GenPac in connection with this agreement. This <br />indemnification shall survive the termination of this agreement. <br />10) Assignment. No portion of this agreement may be assigned or subcontracted to any other <br />individual, firm or entity without the express and prior written approval of the County. <br />11) Advertising. GenPac agrees that it will not, prior to, in the course of, or after performance <br />under this agreement use the County's name in any advertising or promotional media as a <br />customer or client of GenPac without the prior written consent of the County. <br />12) Venue and Jurisdiction. This agreement shall be governed by and in accordance with the <br />laws of the State of Washington. All actions relating in any way to this contract shall be <br />brought in the Superior Court of the County of Kittitas, Washington. <br />Agreement for Purchase - Page 2 of 5 <br />