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18.@: <br />ln the event the contractor has faiLed to perform any obtigation to be performed by the <br />contractor under this Agreement within the time set forth in this Agreement, then the county <br />may, upon written notice, withhol.d atL monies due and payabl'e to contractor, without <br />penatty, untit such fail.ure to perform is cured or othenruise adjudicated' <br />19. Future Non-Attocation of Funds: <br />lf sufficient funds are not appropriated or attocated for payment under this Agreement for any <br />future fiscal, period, the County wiLt not be obtigated to make payments for services or <br />amounts incurred after the end of the current fiscaL period. No penatty or expense shatl <br />accrue to the County in the event this provision appties' <br />20. contractor commitments, warranties and Representations' <br />The contractor represents and warrants to the county as fottows: <br />20.1 The contractor is duty incorporated, val,idl'y existing and in good standing <br />underthe taws of the state of washington and has attrequisite corporate <br />power and authority to enter into and to perform its obtigations under this <br />Agreement. <br />The contractor has the authority to execute this Agreement, to make the <br />representations and warranties set forth in it and to perform the obl'igations <br />of the contractor under this Agreement in accordance with its terms' <br />This Agreement has been val.idl.y executed by an authorized representative <br />of the Contractor and constitutes a vatid and tegal'Ly binding and <br />enforceabl.e obl,igation of Contractor' <br />The contractor has or witl. obtain prior to the commencement date such <br />[icenses, permits and other authorizations from federat, state and other <br />governmentat authorities, as are necessary for the performance of its <br />obl.igations u nder this Agreement. <br />The Contractor is not in viol,ation of any appticabLe [aw' ordinance or <br />regul.ation the consequence of which wiLL or may material'l'y affect <br />Contractor's abitity to perform its obtigations under this Agreement' The <br />contractor is not subject to any order or judgment of any court, tribunaI or <br />governmentaL agency which materiatl,y and adversety affects its operations <br />or assets in the state of washington, or its abiLity to perform its obl'igations <br />under this Agreement. <br />None of the representations orwarranties in this Agreement, and none of <br />the documents, statements, certificates or scheduLes furnished or to be <br />furnished by contractor pursuant hereto or in connection with the <br />performance of the obligations contempl.ated under this Agreement, <br />contains or wil.t contain any untrue Statement of a materiaI fact or omtts or <br />wiLl. omit to state a materiat fact necessary to make the statements of fact <br />contained therein not misteading. <br />20.2 <br />20.3 <br />20.4 <br />20.5 <br />20.6 <br />Kittitas County ProfessionaI Services Agreement <br />Page 9 of 21