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20.3 <br />20.4 <br />20.5 <br />20.6 <br />obligations of the Contractor under this Agreement in accordance with its <br />terms. <br />This Agreement has been validly executed by an authorized <br />representative of the Contractor and constitutes a valid and legally <br />binding and enforceable obligation of Contractor. <br />The Contractor has or will obtain prior to the commencement date such <br />licenses, permits and other authorizations from federal, state and other <br />governmental authorities, as are necessary for the performance of its <br />obligations under this Agreement. <br />The Contractor is not in violation of any applicable law, ordinance or <br />regulation the consequence of which will or may materially affect <br />Contractor's ability to perform its obligations under this Agreement. The <br />Contractor is not subject to any order or judgment of any court, tribunal or <br />governmental agency which materially and adversely affects its <br />operations or assets in the State of Washington, or its ability to perform <br />its obligations under this Agreement. <br />None of the representations or warranties in this Agreement, and none of <br />the documents, statements, certificates or schedules furnished or to be <br />furnished by Contractor pursuant hereto or in connection with the <br />pcrformance of the obligations contemplated under this Agreement, <br />contains or will contain any untrue statement of a material fact or omits or <br />will omit to state a material fact necessary to make the statements of fact <br />contained therein not misleading. <br />21 . PatenVCopvriqht lnfrinqement: <br />Contractor wiil defend and indemnify the County from any elaimed aetion, causc or cleinaird <br />brought against the County; to the extent such action is based on the claim that information <br />supplied by the Contractor infringes any patent or copyright. The Contractor will pay those <br />costs and damages attributable to any such claims that are finally awarded against the <br />County in any action. Such defense and payments are conditioned upon the following: <br />21.1 Contractor shall be notified promptly in writing by County of any notice of such <br />claim. <br />21.2 Contractor shall have the right, hereunder, at its option and expense, to obtain <br />for the County the right to continue using the information, in the event such <br />claim of infringement is made, provided no reduction in performance or loss <br />results to the County. <br />22. Disputes: <br />221 General <br />Professional Se rvi ces Ag reement (rev . 02126 I 20 17 ) <br />Page 8 of 17