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PROFESSIONAL SERVICES AGREEMENT <br />JRP INTEGRATED SOLUTIONS, LLC <br />This Agreement is made by and between Kittitas County (hereinafter "the County" or <br />"Owner") and JRP INTEGRATED SOLUTIONS, LLC (hereinafter "Contractor"). The County <br />and Contractor agree as follows: <br />General Conditions; Exhibit A (Scope of Work); Exhibit B (Compensation); <br />Exhibit C (Proof of lnsurance). <br />copies of which are attached hereto and incorporated herein by this reference as fully as if <br />set forth herein. <br />This Agreement shall remain in effect from September 1, 2024, to December 31, <br />2025. Any party may terminate this Agreement by giving sixty (60) days' notice in writing <br />either personally delivered or mailed postage-prepaid by certified mail, return receipt <br />requested, to the party's last known address for the purposes of giving notice under this <br />paragraph. <br />Contractor acknowledges and by signing this Agreement agrees that the <br />lndemnification provisions set forth in Paragraphs 7 (lndependent Contractor), 9 (Taxes), <br />15 (Defense and lndemnity Agreement), 21 (PatenUCopyright lnfringement) and 24 <br />(Confidentiality), are totally and fully part of this Agreement and have been mutually <br />negotiated by the parties. <br />ln consideration of the referenced services to be performed by Contractor, the County <br />agrees to pay Contractor The relevant amount set forth in Exhibit "B". Should this contract <br />be terminated early, then compensation for Contractor's seruices shall be computed based <br />upon the final submitted invoice as approved by the County. Provided, however, that in no <br />event shallthe fees incurred exceed the totalamount stated above unless agreed to by the <br />two parties. <br />Professional Services Agreement - JRP INTEGRATED SOLUTIONS, LLC <br />Page'1