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Its Additional lnsureds, appointed or elected officlals, agents, or employees. lt is further provlded that no liability shall attsch to the County by reason of enlering into thls contnact, except as exprclssly provided herein. 1 6. lndustrial lnsurance Walver: Wth respectto the performance of this Agreement and as to claims agalnstthe County, lts Addltlonal lnsureds, offlcers, agents and employees, the Contractor expressly walves its immunlty under Tltle 51 of the Revised Code of Washington, the Industrial lneurance Act, for inJuries to its employee$ and agre€$ that the obligations to lndemnify, defend and hold harrnless provided in this agreernont oxtend to any clalm bmught by or on behalf of any employoe of the Contractor. This waiver is mutuilly nogotiated by ths paftles to this Agreement. 17, Venue anC,,Q-holce pf : ln the event that any litigation should arlse concorning the oonstruction or lnterpretation of any of the terms of this Agreement, the venue of such action of litigation shall be in ths Superlor Court of ttre State of Washington ln and for tlre Gounty of Kittitas. Thls Agreernent ehall be govemed byths law of the State of Washlngton, 'l8. Withholdins Paymgnt: ln the event the Contractor has failed to perform any obligatlon to be performed by the Contractor underthis Agreementwithin the time setforth in this Agreement, then the County fiisV, upon writlen notice, withhold all monies due and payable to Contractor, wlthout penalty, until such failurs to porform is cured orotherwlse adJudlcated. 1 9. Future-Non:Allooation of FUnCS: lf sufficiont funds are not appmpriated or allocated for payment under this Agreement for any future fiscal period, the Gounty wlll not be obligated to make payments for seMces or amounls lnaured after the end of the current fiscal period. No penalty or oxpense shall accrue to the County in the event this provision applies, 20. GonlHcl,o.r Commltments, lVananties and Reptele0lgtiqn,$: The Contractor represents and warrants to the County as follows: zOJ The Contractor is duly lncorporated, valldly oxistlng and in good standlng underthe laws of the $tate of Washington, and hao allrequisite corporate power and authority to enter into and to perform its obligations under this Agreement. 20.2 The Contractor has the authorlty to execute this Agreement, to make the representatlons and warrantles set forth in it and to perform the obligations of the Contractor underthis Agregment in accordance with its. terrns. 20.3 This Agreemont has been validly executed by an authorizod representative of the Contractor and constitutes a valid and legally blndlng and enforceable obllgatton of Contractor. Professlonal $orvlcos Agreement (rev. 0gE4i20l $) Page 7 of18