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furnished by Contractor pursuant hereto or in connection with the <br />performance of the obLigations contempl,ated under this Agreement, <br />containS or Witt contain any Untrue Statement of a materialfact or omits or <br />wil,l. omit to state a materiatfact necessary to make the Statements of fact <br />contained therein not misteading. <br />21 . PatenVCopyright lnfringement: <br />Contractor wi[t defend and indemnify the County from any c[aimed action, cause or demand <br />brought against the County; to the extent such action is based on the ctaim that information <br />suppl,ied by the contractor infringes any patent or copyright. The contractor wil'l' pay those <br />costs and damages attributabte to any such ctaims that are final.l.y awarded against the <br />County in any action. Such defense and payments are conditioned upon the fottowing: <br />21-1 Contractor shal.t be notified promptty in writing by county of any notice of such <br />ctaim. <br />21.2 Contractor shal,l, 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 />22.1 GeneraI <br />Differences between the Contractor and the County, arising under and by <br />virtue of the Agreement Documents shaLL be brought to the attention of the <br />County at the earl,iest possibLe time in order that such matters may be settted, <br />or other appropriate action promptl.y taken. Except for such objections as are <br />made of record in the manner hereinafter specified and within the time I'imits <br />stated, the records, orders, instructions, and decisions of the Kittitas county <br />Commissioners shatl. be final. and conctusive' <br />22.2 Notice of PptentiaI C[aims <br />The Contractor shatl, not be entitted to additionaI compensation which <br />otherwise may be payabte, or to extension of time for (1) any act or faiture to act <br />by the county, or (2) the happening of any event or occurrence, untess the <br />Contractor has given the County a written Notice of Potentiat Ctaim within ten <br />(10) days of the commencement of the act, faiture, or event giving rise to the <br />ctaim, and before final, payment by the county. The written Notice of PotentiaL <br />Cl.aim shal,t set forth the reasons for which the Contractor betieves additional' <br />compensation or extension of time is due, the nature of the cost invotved, and <br />insofar as possibl.e, the amount of the potential. cl.aim. Contractor shal't keep <br />ful,l. and compLete daiLy records of the work performed, I'abor and material <br />used, and att costs and additional. time cl.aimed to be additionat. <br />22.3. Detailed Ctaim <br />Kittitas County ProfessionaI Services Agreement <br />Page10of20