R2025-096 Youth Fully Executed - Laserfiche WebLink

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The county may terminate the Agreement in whol'e or in part whenever the county determines, in its soLe discretion that such termination is in the best interests of the county' Whenever the Agreement is terminated in accordance with this paragraph, the Contractor shail. be entitLed to payment for actual, work performed at unit contract prices for completed items of work. ln the event of such termination, an equitabl'e adjustment shall' be made in the com pensation payabte to contractor' An equitabie adjustment in the contract price for partiatty compteted items of workwitt be made, but such adjustment shau. not incl.ude provision for toss of anticipated profit on del.eted or uncompl.eted work. Termination of this Agreement by the County at any time during the term, whether for defaul.t or convenience, sha[[ not constitute a breach of contract by the CountY. 15. Defense & lndemniV Agreement: The Contractor agrees to and shal'i defend, indemnify and hotd harml'ess the County' its Additional.lnsured's, appointed and etective officers, agents and empl'oyees' from and against att toss or expense, incLuding but not timited to judgments' setttements' attorney's fees and costs by reason of any and al'tcl'aims and demands upon the County' its AdditionaI lnsUred'S, its etected or appointed officiats, agents, or empioyees for damages because of personaI or bodil.y injury, incl.uding death at any time resul'ting theref rom' sustained by any person or persons and on accoUnt of damage to property incl'uding I'oss of use thereof' whether such injury to persons or damage to property is due to the negligence of the Contractor, its sub-Contractors, its etected officers, empl'oyees or their agents' except onty such injury or damage as sha[[ have been occasioned by the soLe negligence of the County' its Additionat lnsUred'S, appointed or el.ected offlciats, agents, or empLoyees' lt is further provided that no Liabil.ity shaLL attach to the County by reason of entering into this contract' except as expressl.y provided herein' 16. lndustriat lnsurance Waiver: With respect to the performance of this Agreement and as to claims against the County' its Additionailnsured,s, officers, agents and empl,oyees, the Contractor expresstywaives its immunity underTltle 51 of the Revised code of washington, the lndustriat lnsurance Act' for injuries to lts empLoyees and agrees that the obligations to indemnify' defend and hol'd harmtess provided in this agreement extend to any cl'aim brought by or on behatf of any empLoyee of the Contractor. This waiver is nrutuatty negotiated bythe parties to this Agreement. 17. Venue and Choice of Law: ln the event that any Liti$ation shoutd arise concerning the construction or interpretation of any of the terms of this Agreement, the venue of such action of I'itigation shaLL be in the superior court of the state of washington in and for the county of Kittitas' This Agreement shal.l. be governed by the l.aw of the State of Washington' Kittitas County ProfessionaI Services Agreement Page B aI 21