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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 lîmited to settlements,judgments,setoffs,attomeys' <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 Ave,Suite 108,Ellensburg,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,Severability: <br />if any term or condition of this Agreement or the application thereof to any person(s)or <br />circumstances is held invalid,such invalidity shall not affect other terms,conditions 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 between 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 <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 limit any other rights of <br />remedies afforded to the County by any other provisions of this Agreement, <br />by any of Contractor's Support or by law. <br />26.4 The headings of sections and paragraphs of this Agreement are for <br />convenience of reference only and are not intended to restrict,affect or be <br />of any weight in the interpretation or construction of the provisions of such <br />sections or paragraphs. <br />Professional Services Agreement <br />Page 10