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PERSONAL SERVICES AGREEMENT <br />20.7 None of the representations or warranties in this Agreement, and none of the documents, <br />statements, certificates or schedules furnished or to be furnished by Contractor pursuant <br />hereto or in connection with the performance of the obligations contemplated under this <br />Agreement, contains or will contain any untrue statement of a material fact or omits or will <br />omit to state a material fact necessary to make the statements of fact contained therein not <br />misleading. <br />21. Patent/Copyright Infringement: Contractor will defend and indemnify the County from any claimed <br />action, cause or demand brought against the County; to the extent such action is based on the claim <br />that Information supplied by the Contractor infringes any patent or copyright. The Contractor will pay <br />those costs and damages attributable to any such claims that are finally awarded against the County in <br />any action. Such defense and payments are conditioned upon the following: <br />22. <br />21.1 Contractor shall be notified promptly in writing by County of any notice of such claim. <br />21.2 Contractor shall have the right, hereunder, at its option and expense, to obtain for the County <br />the right to continue using the information, in the event such claim of Infringement Is made, <br />provided no reduction in performance or loss results to the County. <br />Disputes: <br />22.1 General: Differences between the Contractor and the County, arising under and by virtue of the <br />Agreement Documents shall be brought to the attention of the County at the earliest possible <br />time in order that such matters may be settled or other appropriate action promptly taken. <br />Except for such objections as are made of record in the manner hereinafter specified and within <br />the time limits stated, the records, orders, instructions, and decisions of the Kittitas County <br />Commissioners shall be final and conclusive. <br />22.2 Notice of Potential Claims: The Contractor shall not be entitled to additional compensation <br />which otherwise may be payable, or to extension of time for (1) any act or failure to act by the <br />County, or (2) the happening of any event or occurrence, unless the Contractor has given the <br />County a written Notice of Potential Claim within ten (10) days of the commencement of the <br />act, failure, or event giving rise to the claim, and before final payment by the County. The <br />written Notice of Potential Claim shall set forth the reasons for which the Contractor believes <br />additional compensation or extension of time is due, the nature of the cost Involved, and <br />insofar as possible, the amount of the potential claim. Contractor shall keep full and complete <br />daily records of the work performed, labor and material used, and all costs and additional time <br />claimed to be additional. <br />22.3. Detailed Claim: The Contractor shall not be entitled to claim any such additional compensation, <br />or extension of time, unless within thirty (30) days of the completion of the portion of the work <br />from which the claim arose, and before final payment by the County, the Contractor has given <br />the County a detailed written statement of each element of cost or other compensation <br />Page 10 of 20