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;t;#:T*Ti:ffirr has raired to perrorm any obr.igation to be perrormed bvthl Contractor under this Agreement within tf'*'it" '"i to'-n in this Agreement' then the County may, u pon written notic-e, withhotd att moniel due and payable to contractor' without penatty, untit such faiture to perform is cured or othenruise adjudicated' l,t;riHlT;HftltffXytfff#'i"d or arrocated ror pavment under this Agreernent ror anv futurefiscatperiod,thecoUntyWitl'notbeobtigatedtomakepaymentsforservicesor amounts incurred afterthe end of the "rr,-"nttT'""I period' No penatty or expense shall accrue to the County in the event this provision appties' 20. The Contractor rePresents and wa rrants to the CountY as fotLows: 2o.1 The Contractor is duLY incorporated, vatidtY existing and in good standing under the iaws of the sta te of Washingto n and has a It requisite corPorate power and authority to en ter into and to P erform its obLigations under this K ttitas Couniy ProlessionaI Services Agreement Page I of 2o zo.2 ff:il:htor has the authority to execute this Agreement, to make the representationsandwarrantiessetforthinitandtoperformtheobtigations of the Contractor under this Agreement in accordance with its terms' 20.3 This Agreement has been vatidty "*""ut"O by an authorized representative oftheContractorandconstitutesavatidandtegatlybindingand e nforceabLe obli$ation of Contractor' zo.4 The contractor hls or wig. obtain prior to the commencement date such [icenses,pu,.,.ni,=andotherauthorizationsfrornfederat,stateandother governmentat authorities' as are necessary for the performance of its onLigations under this Agreement' 20.5 The Contractor is not in viotation of any appticabte [aw' ordinance or regutation tnJ "ont"quence of which witt or may materiatty affect contractor,s abiliry to perform its ottigations under this Agreement" The contractor is not subject to any oro"rl, judgment of any court' tribuna[ or governrnentat agency which mateJaLty unO JUu*tte[y affects its operations orassetsinthestateofWashington,oritsabititytoperformltsobtigations under this Agreement' 20.6 None of the representations or Warranties in this A$reement, and none of thedocuments,statements,certif-ic"tesorschedu[esfurnishedortobe furnished by Contractor pursuant hereto or in connection with the performance of the obl'igations contemptated underthis Agreement' containsorwi[l'containanyuntruestatementofamateriatfactoromitsor witLomit to state a material tt"t n"""""ary to make the statements of fact contained therein not misLeading'