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VVWUUU I I UZ p.Y employees. lt is fu rther provided that no liabilig shall attach to the County by reason of entering into this contract, exceptas expressly provided herein. 1 6. ln dustrial ln surance Waiver: With respectto tre perfonnance of this Agreernentand as to claims againstthe Caunty, ib Additional Insureds, officers, agents and employees, the Conbactorexpressly waives its immunttyunderTitle5l of theRevisedCodeof Washington,thelndustrial lnsurance Act, forinjuriestoitsemployeesandagreesthattheobligationstoindemnif,T,defendand hold hamtlessprovided inthisagreementextendtoanyclaimbroughtby or on behalf of any ernployee of the Conbactor. This waiveris mutually negotiated bythe parties to this AgreemenL 17. Venue and Choice pf Law: ln th e event thatany liiigation should arise concerning the construction or interpretation of any of the terms of this Agreement, tte venue of such action of litigation shall be in the Superior Court of the State of Washington in and for the County of Kittitas. This Agreementshall be govemed bythe law of the State of Washington. 18. Withhold ing Pavment: ln the event the Contractor has failed to perform any obligation to be performed by the Contractor under this Agreement within the tirne set forth in this Agreement, then the County rnay, upon wriften notlce, withhold ail monies dueand payableto Contractor, with out pen al$, until such failure to perform is cu red oroth eruvise adjudicated. 19. Future Non-Allocation of Funds: lf suflicientfunds are not appropriated or allocated for payment u nder th is Ag reeme nt f or any future fiscal period, th e County will not be obligated to make payments for services or amounts incuned afterthe end of the cunentfiscal period. No penalty or expen se shall accrue to the County in the eventthis provision applies. 20. Conkactor Commitments. Wa rranti es and Renresentations : The Contractor represents and warrants to he Countyasfollows: 20.1 The Contractor is duly incorporated, validlyexisting and in good standing underthe laws of the State of Washington, and has all requisite corporate power an d auth ority to enter into and to perform its o bl igation s u n der th is Agreement.2A.2 The Contractorhasthe authorityto executethisAgreement, to make the representations and wananties set forth in it and to perform the obligations of the Contractor underthis Agreement in accordance with its terms.20.3 This Agreement h as been validly executed by an authorized representative of the Contractor and constitutesa valid and legally bin di n g an d enforceabte obli gation of Contractor. 2O-4 The Contractor hasor willobtain priorto the commencementdate such I icen ses, permits and oth er auth orizations frorn federal, slate an d oth er Prof essio nd Se rvices Agreemen t (rev. 091 241 20 1 8) Page 7 of 17