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Contractor, its sub-Contractors, its elected officers, employees or their agents, except onlysuch injury or damage as shall have been occasioned by the sole negligeice of the iounti,its Additional lnsured's, appointed or elected officials, agents, or emp-loyees. lt is furtherprovided that no liability shall attach to the County by reison of entering into this contract,except as expressly provided herein, <br />16. I ial ln Waive <br />With respect to the performance of this Agreement and as to claims against the County, itsAdditional lnsured's, officers, agents and employees, the Contrartor!"pressly waives itsimmunity under Title 51 of the Revised Code of Washington, the lndustrial lnsurance Act,for injuries to its em.ployees and agrees that the obligatidns t,c inoemnity, defend and holdharmless provided in this agreement extend to anyilaim brought bt ;; on behalf or anvemployee of the Contractor. This waiver is mutuilly negotiat.o Uir the parties to thisAgreement. <br />17. Venue and C hoice of Law <br />ln the event that any litigation should arise concerning the construction or interpretation ofany of the terms of this Agreement, the venue of suih action of litigation shall be in theSuperior Court of the State of Washington in and for the County of ritiitas. This Agreementshall be governed by the law of the stite of washington. <br />ln the event the Contractor has failed to perform any obligation to be performed by theContractor under this Agreement within the time set forth in th-is Agreemeni, th"n the countymay, upon written notice, withhold all monies due and p"y"5l. to Contractor, withoutpenalty, until such failure to perform is cured or otherwise adjudicated. <br />18. W[h ldino P <br />19 re llo <br />lf sufficient funds <br />any future fiscal p <br />amounts incurred <br />accrue to the Cou <br />20. <br />The <br />Professional Services Agreement <br />Page 7 <br />Fu <br />tra Com nts nt d ntatio <br />Contractor represents a nd warrants to the County as follows20.1 The Contra ctor is duly incorporated, va idly existing and in good standin gunder the aws of the State of Washing ton, and has all requisite co rporatepower and authority to enter into and to perform its ob igations under th SAgreement <br />20.2 <br />are not appropriated or allocated for payment under this Agreement foreriod, the county will not be obligated to make payments for services orafter the end of the current fiscal period, No penalty or expense shallnty in the event this provision applies. <br />The contractor has.the authority to execute this Agreement, to make therepresentations and warranties set forth in it and to perform the <br />obligations of the Contractor under this Agreement in accordance with itsterms.