PSA Kittitas County and Hopesource

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20.2 20.3 20.4 20.5 20.6 power and authority to enter into and to perform its obtigations under this Agreement. The Contractor has the authorityto execute this Agreement, to make the representations and warranties set forth in it and to perform the obtigations of the Contractor under this Agreement in accordance with its terms. This Agreement has been vatidty executed by an authorized representative of the Contractor and constitutes a vatid and tegatty binding and enforceabte obtigation of Contractor. The Contractor has or witL obtain prior to the commencement date such licenses, permits and other authorizations from federat, State and other governmentat authorities, aS are necessary for the performance of its obligations under this Agreement. The Contractor is not in viotation of any appticabte [aw, ordinance or regutation the consequence of which witl or may material,ty affect Contractor's abil,ityto perform its obtigations under this Agreement- The Contractor is not subject to any order or judgment of any court, tribunal or governmentat agencywhich material,l,y and adversety affects its operations or assets in the State of Washington, or its abiLity to perform its obtigations under this Agreement. None of the representations or warranties in this Agreement, and none of the documents, Statements, certificates or schedutes turnished or to be furnished by Contractor pursuant hereto or in connection with the performance of the obligations contemptated under this Agreement, contains or witt contain any untrue statement of a materiaI fact or omits or witl, omit to State a material fact necessary to make the statements of fact contained therein not misleading. 21. Patent/Copyright lnfringement: Contractorwil,l,defend and indemnifythe Countyfrom anyclaimed action, cause ordemand brought against the County; to the extent such action is based on the ctaim that information supptiedbytheContractorinfringesanypatentorcopyright. TheContractorwittpaythose costs and damages attributabte to any such claims that are fina[[y awarded against the County in any action. Such defense and payments are conditioned upon the fottowing: 21.1 Contractor shal,t be notified promptty in writin$ by County of any notice of such claim. 21.2 Contractor shatt 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 c1aim of infringement is made, provided no reduction in performance or loss resutts to the CountY. 22. Disputes: 22.1 GeneraI Kittitas County ProfessionaI Services Agreement Page9of18