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The County shall give prior written notice of the lack of available funding not later than 30 days prior to the end of the current fiscal period and the contract may be terminated pursuant to paragraph 15 hereof. 21. Contractor Commitments. Warra nties and Representations. The Contractor represents and warrants to the County as follows: 21.1 The Contractor is validly existing and in good standing under the laws of the State of Washington, and has all requisite 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 enforceable obligation of Contractor. 21.4 The Contractor has or will obtain prior to the commencement date such licenses, permits and other authorizations from federal, state and other governmental authorities, as are necessary for the performance of its obligations under this Agreement. 21.5 The Contractor is not in violation of any applicable law, ordinance or regulation the consequence of which will or may materially affect Contractor's ability to perform its obligations under this Agreement. The Contractor is not subject to any order or judgment of any court, tribunal or governmental agency which materially and adversely aflects its operations or assets in the State of Washington, or its ability to perform its obligations under this Agreement. 21.6 None of the representations or warranties in this Agreement, and none of the documents, statements, certificates or schedules furnished or to be furnished by Contractor pursuant hereto or in conneclion with the performance of the obligations contemplated under this Agreement, contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact necessary to make the statements of fact contained therein not misleading. 22. PatenUCopyriqht lnfrinqement: Contractor will defend and indemnify the County from any claimed action, cause or demand brought against the County; to the extent such action is based on the claim that information supplied by the Contractor infringes any patent or copyright. The Contractor will pay those costs and damages attributable to any such claims that are finally awarded against the County in any action. Such defense and payments are conditioned upon the following: 22.1 Contractor shall be notified promptly in writing by County of any notice of such claim. 22.2 Contractor shall have the right, hereunder, at its option and expense, to obtain for the County the right to continue using the information, in the event such Professional Services Agreement Page 8