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![,Termination for Public Convqnigng-e,i __ The County may terminate the Agreement in whole or in part whenever the County determines, in its sole discretion that such termination is in the best interests of the County. Whenever the Agreement is terminated in arcordance with this paragraph, the Contractor shall be entitled to payment for actualwork performed at unit contract prices for completed items of work. ln the event of such termination, an equitable adjustment shall be made in the compensation payable to Contractor. An equitable adjustment in the contract price for partially completed items of work will be made, but sueh adjustrnent shall not include provision for loss of anticipated profit on deleted or uncompleted work. Termination of this Agreement by the County at any time during the term, whether for default or convenience, shall not constitrfie a hreach of contract by the County. 15. Termination Due to Chanoe in Fundinq. lf the funds upon which the County relied to establish any Program Agreement are withdrawn, reduced or limited, or if additional or modified conditions are plaoed on such funding, the County may terminate this Agreement by providing at least ffieen {15) calendar days written notice to the County. The termination shallbe efiective on the date specified in the notice of termination- 16. Defense & lndemnity Agreement: The Contractor agrees to and shall defend, indemnify and hold harmless the County, its Additional lnsured's, appointed and elective officers, agents and employees, Forn and against all loss or expense, including but not limited to judgments, settlements, attorney's fees and costs by reason of any and all claims and demands upon the County, its Additional lnsured's, its elected or appointed officials, agents, or employees for damages because of personal or bodily injury, including death at any time resulting therefrom, sustained by any person or persons and on account of damage to proper$ including loss of use thereol whether such injury to persons or damage to property is due to the negligence of the Contractor, its sub-Contractors, its elected officers, employees or their agents, except only such injury or damage as shall have been occasioned by the sole negligence of the County, its Additional lnsured's, appointed or elected officials, agents, or employees. lt is further provided that no liability shall attach to the County by reason of entering into this csntract, except as expressly provided herein. 17. lndustrial lnsurance Waiver: With respect to the performance of this Agreement and as to claims against the County, its Additional lnsured's, officers, agents and employees, the Contractor expressly waives its immunity under Title 51 of the Revised Code of Washington, the lndustrial lnsurance Act, for injuries to its employees and agrees that the obligations to indemnify, defend and hold harmless provided in this agreement extend to any claim brought by or on behalf of any Profess ional Services Agreement Page I