Amendment of PSA for Hopsource Youth Scholarship Program

Home Browse Search

20.3 20.4 20,5 20.6 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. The contractor has or will obtain prior to the commencement date such licenses, permits and other authorizations from federal, state and othergovernmentalauthorities, as are necessary for the performance of its obligations under this Agreement. The contractor is not in violation of any appricable law, ordinance or regulation the consequence of which willor 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 orgovernmental agency which materially and adversely affects its operations or assets in the state of washington, or iis ability to perform its obligations under this Agreement. 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 connection with theperformance of the obligations contemplated under this Agreement, contains or will contain any untrue statement of a materiaifact or omits or will omit to state a material fact necessary to make the statements of fact contained therein not misleading. 2 1. PatenUCopyliqht lnfrinq?ment: Contractor will defend and indemnify the Goun$ from any claimed action, cause or demand brought against the County; to the extent such iction is based on the claim that information supplied by the Contractor infringes any patent or copyright. The Contractor wiil fay those gosts and damages attributabLe to any such claims inat are flnally awarded against theCounty in any action. Such defense and payments are conditioned upon the follJwing:21.1 Contractor shall be notified promptly in writing by Coung of any notice oisuch claim. 21-2 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 claim of infringement is made, provided no reduction in performance or loss results to the County. 22. Disputes: 22.1 General Differences between the Contractor and the Coung, arising under and by virtue of the Agreement Documents shall be brought to the-attention of the Coun$ at the earliest possible time in order that suih matters may be setfled or other appropriate action promptly taken. Except for such objections as are made of record in the manner hereinafter specifred and within the time limits stated, the records, orders, instructions, and decisions of the Kittitas County Commissioners shall be finaland conclusive. Profes_sional Services Agreement (reu. 09t2412019) Page 8 of 17