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Jurisdiction over the County , Contractor shall immediately give to the County notice of any <br />Judicial proceedings seeking disclosure of such information. Contractor shall indemnify <br />and hold harmless the County , its Additional Insured 's, officials , agents or employees from <br />all loss or expense, including, but not limited to settlements, judgments, setoffs , attorneys' <br />fees and costs resulting from Contractor's breach of this provision, <br />24 . Notice: <br />Except as set forth elsewhere in the Agreement. for all purposes under this Agreement, <br />except service of process, notice shall be given by the Contractor to the department head <br />of the department for whom services are rendered , and to the Kittitas County <br />Commissioners, 205 W 5 th Ave, Suite 108 , Ell ensburg , WA 98926. Notice to the <br />Contractor for all purposes under this Agreement shall be given to the address reflected on <br />the signature page. Notice may be given by delivery or by depositing in the U.S. Mail, first <br />class, postage prepaid. <br />25. Severabil ity : <br />If any term or condition of this Agreement or the application thereof to any person(s) or <br />circumstances is held invalid i such invalidity shall not affect other terms, condit ions or <br />applications which can be given effect without the invalid term, condition or application. To <br />this end, the terms and conditions of this Agreement are declared severable. <br />26 . Miscellaneous : <br />26.1 The County's failure or delay to insist upon strict performance of any of the <br />provisions of this Agreement or to exercise any rights or remedies under this <br />Agreement shall not be construed as a waiver or relinquishment to any <br />extent of its right to assert or rely upon any such provisions, rights or <br />remedies in that or any other instance; rather the same shall be and remain <br />in full force and effect. <br />26.2 This Agreement embodies the entire Agreement betwee:n the County and <br />Contractor, and supersedes any and all prior agreements, regarding the <br />Work. No change, amendment or modification of any provisions of this <br />Agreement shall be valid unless set forth in a written Instrument signed by FYI <br />the party to be bound thereby. <br />26.3 The rights and remedies of the County set forth In any provision of this <br />Agreement are In addition to and do not in any way li mit any other rights of : <br />remedies afforded to the County by any other provisions of this Agreem~t l 1 <br />by any of Contractor's Support or by law . 'c5' [j2J Wl <br />26.4 The headings of sections and paragraphs of this Agreement are for ~ )l( <br />convenience of reference only and are not Intended to restrict, affect or e <br />of any weight in the interpretation or construction of the provisions of such <br />sect ions or paragraphs, <br />Professional Services Agreement <br />Page 10