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Z 1 . Contractpr UqmmitqFnts. Warranties and Representations: _. _ I:: : "tt:i:iT#ffiffif'il,Ji under fhe laws of th€ fltate of Washlngtorr, and na$ ell requi$ito coipofale power and authority to enter into and to perform its obligations under this Agreement. 21.2 The Contractor has the authority to execute this Agreement, to make the representations and warranties set forth in it and to perform the obligations of the Contractor under this Agreement in accordance with its terms. 21.3 This Agreement has been validly executed by an authorized representative of the Contractor and constitutes a valid and legally binding and enforeeable obligation of Gcntractsr'. 21.4 The Ccntractor fras or will obtain prior to the commencernent date such li{:enses, perrnits and other authorizations from federal, state and other govemmenial authorities, as are nesessary for the perfon"nance of its obligations under this Agreement. 21 .5 Th* Contractor is not in vit:rlali*n rf any applieable law, ordinance rlr regulation the consequegce of whic* willor may materially afrect ttontractor's ability to perlorffi lts rbligations urid*r this Agreernent. The Cs$tractor is not subject to any order or iudgment of any coutrt, tribunai sr gCIvernmental agency which materially and adversely affecls its operations or assets in the State of Washington, or its ability to perform its obligations underthis Agreement. 21.€ Nsne of the representatione orwananties in this Agreement, and none of the documents. statements. certificates or schedules furnished or to be furnished by oqntractor pursuant nereto or in aonnociion wiiii ihe performance of the obligations contemplated under this AgreerRent, contains or will contain any untrue statement of a material fact or omits or will orrit to state a material fact necesaary to rnake the statements of faci contained therein not misleading. 22. PatenUCopwioht lnfrinsem Contractor will defend and indemnify the County from any ciaimed action, cause or dernand brought against the Couniy; ts the extent such actisn is based on the claim thai infurrnetion sr,tpplied by the Cantraetor infringes any patent or eopyright. The Contractor wiit pay those costs anci damages attrihutable tc any such claims that are finally awarded against the Coung i* any actiun. $uch defense and paymetrts are cenditianed upon the foll*wing: ZZ.l Contractsr sheli be notified promptly in writing by County of any notice of such cialm, 22.2 eontraetor shall have the right, hereunder, at its option and exBense, to obta{n for the eoung the right to continue using the infolmation, in the event Profu ss ional Services Agree ment Page I