R2025-031 - Laserfiche WebLink

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1 8. Withhol,ding Payment: ln the event the Contractor has fail,ed to perform any obtigation to be performed by the Contractor under this Agreement within the time set forth in this Agreement, then the County may, upon written notice, withhol,d atl, monies due and payabte to Contractor, without penatty, untiL such fail.ure to perform is cured or otherwise adjudicated. 19. Future Non-Attocation of Funds: lf sufficient funds are not appropriated or al.tocated for payment under this Agreement for any future fiscat period, the Countywil.t not be obtigated to make payments for services or amounts incurred afterthe end of the currentfiscat period. No penattyorexpense shatl accrue to the County in the event this provision appties. 20. Contractor Commitments-Warranties and ReBresentations: The Contractor represents and warrants to the County as fottows: 20.1 The Contractor is dul.y incorporated, vatidty existing and in good standing under the taws of the State of Washington and has att requisite corporate power and authority to enter into and to perform its obl,igations under this Agreement. 20.2 The Contractor has the authority to 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. 20.g This Agreement has been vaLidl,y executed by an authorized representative of the Contractor and constitutes a vatid and Legatl,y binding and enforceabLe obtigation of Contractor. 20.4 The Contractor has or wil,t 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 obl,igations under this Agreement. 2O.5 The Contractor is not in viol,ation of any appl.icabLe [aw, ordinance or regutation the consequence of which witt or may materiatty affect Contractor's abil,ity to perform its obtigations under this Agreement. The Contractor is not subject to any order or judgment of any court, tribunaI or governmental, agency which materiaLl,y and adversety affects its operations or assets in the State of Washington, or its abiLity to perform its obtigations under this Agreement. 20.6 None of the representations or warranties in this Agreement, and none of the documents, statements, certificates or schedutes furnished or to be furnished by Contractor pursuant hereto or in connection with the performance of the obtigations contempl.ated under this Agreement, contains or witt contain any untrue statement of a material, fact or omits or witt omit to state a materiaI fact necessary to make the statements of fact contained therein not misteading. Kittitas County ProfessionaI Services Agreement Page I of 20