2016-12-20-upper-kitco-senior-center-agreement

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10. DISPUTE R • This Agreement shall be governed by the laws of the State of Washington, both as to interpretation and performance. In the event of a dispute regarding termination of this contract, the County and the Center agree to resolve such dispute through mediation, if possible. In the event that mediation is unsuccessful, the parties agree that the venue for any litigation shall lie in Kittitas County. 11. ENTIRE AGREEMENT. The parties agree that this contract is the complete expression of the parties' Agreement and any oral representations or understandings not incorporated herein, or any other terms not found herein, are excluded. 12. SEVERABILITY. a . If for any reason, any part, term or provision of this Agreement is held by a court of the United States to be illegal, void or unenforceable, the validity of the remaining provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular provision or part found to be invalid. b. If any provision of this Agreement is in conflict with any statutory provision in the State of Washington, said conflicting provision shall be deemed inoperative and null and void as to the extent of said conflict, and this agreement shall be deemed modified to conform to the valid statutory provision. c. In the event that any agency of the State of Washington or any federal agency shall issue a formal or informal opinion declaring that this entire Agreement is unlawful or ultra vires, or in the event that any court so rules, the Center shall, upon demand of the County, refund to the County any payments hereunder made. DATED this 20 th day of December 2016. UPPER KITTIT AS COUNTY SENIOR (CENTENNIAL) CENTER BOARD OF COUNTY COMMISSIONERS KITTIT AS COUNTY, WASHINGTON lsimlan Upper Kittitas County Senior Center Agreement 6