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from any money d ue or coming due to Contractor, Furthermore, in the event of termination under this paragraph' contractor shall bear the costs of any extra expenses incurred by the county in completing the work' and all damages sustained, or which may be sustained, by the County' S.4TerminationofthisAgreementbyanymeansprovidedhereinshallnotexcuseanyparty,s performance of its obligations hereunder through the effective date of termlnation' except that the County shall not be obrigated to pay for services that have no-t b""n performed or deriverabres that have not been provided' 9. lndemnification 9.1 To the fullest extent permitted by law, Contractor aBrees to indemnify' defend and hold the County and its departments, elected anO appointed officials, employees' agents and volunteers' harmless from and against any and all claims, damages, losses and expenses, including but not limited to court costs' attorney's fees and alternative dispute resolution costs, for any personal or bodily injury, sickness, disease or death' for any damage to or destruction of any property (incruding the ross of use resurting therefrom), and for any other claims, damages, losses, and expenses sustained by the C-ounty, which (L) are caused in whole or in part by any act or omission, negligent or otherwise, of contractor, its employees, agents or volunteers' or contractor's subcontractors, their employees, agents or volunteers; or (2) are directly or indirectly arising out of' resulting from, or otherwise connected with ihe performance of this Agreement; or (3) are based upon contractor's or its subcontractors' use of, presence upon or proximity to the property of the County' This indemnification obligation of contractor shall not apply in the limited circumstance where the claim, damage' loss or expense is caused by the sore negrigence of the county. This indemnification obrigation of contractor shail not be rimited in any way by the washington state lndustrial lnsurance Act, RCW Title 51, or by application of any other workmen's compensation act, disability benefit act or other employee benefit act, and contractor hereby expressly waives any immunity afforded by such acts. The foregoing indemnification obligations of contractor are a material inducement to the county to enter into this Ag-reeJrent, are reflected in contractor's compensation, and have been mutually negotiated by the parties' g.2Thecountyreservestheright,butnottheobligation,toparticipateinthedefenseofanyclaim for damages, losses or expenses, and such participation shall not constitute a waiver of Contractor's indemnity obligations contained in any section of this Agreement' g.3 ln the event contractor enters into subcontracts to the extent allowed under this Agreement' each such subcontractor shall indemnify the county on a basis equal to or exceeding contractor's indemnity obligations to the CountY. 10. Venue and choice of Law: ln the event that any litigation should arise concerning this Agreement' the venue for such action shall be in the superior court of the state of washington in and for the county of Kittitas' This Agreement shall be governed by the laws of the state of washington' ll.Non.ApproprilrtionofFunds:lftheCountydoesnotappropriatesufficientfundingforthisAgreement for any future tir.rt piliUJil" Cor.ty witt not be obligated to make payments for seruices performed after the end of the last fiscal period for which sufficient funding was appropriated. No penalty or expense shall accrue to the County in the event this provision applies' 12. Contractor comrnitments. warranties. and Representations: contractor represents and warrants as follows: Kittitas County Agreement for Services (rev' 5/La/25) Page 8 of 19