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7 <br />of the Party to be excused (each, an event of “Force Majeure”). Upon the request of any of the <br />Parties, a reasonable extension of any date or deadline set forth in this Agreement due to such <br />cause will be granted in writing for a period necessitated by the event of Force Majeure, or longer <br />as may be mutually agreed upon by all the Parties. <br /> <br />SECTION 8. NO AGENCY, JOINT VENTURE, OR PARTNERSHIP; CONFLICT OF <br />INTEREST; INDEMNITY. <br />8.1 No Agency, Joint Venture or Partnership. The Parties acknowledge and agree that: <br />(a) The Project is a private development; <br />(b) None of the Commission, the Board of Works, or the Developer has any <br />interest or responsibilities for, or due to, third parties concerning any improvements until <br />such time, and only until such time, that the Commission, the Board of Works, and/or the <br />Developer expressly accepts the same; and <br />(c) The Parties hereby renounce the existence of any form of agency <br />relationship, joint venture or partnership between the Commission, the Board of Works, <br />and the Developer and agree that nothing contained herein or in any document executed in <br />connection herewith shall be construed as creating any such relationship between the <br />Commission, the Board of Works, and the Developer. <br />8.2 Conflict of Interest; Commission Representatives Not Individually Liable. No <br />member, official, or employee of the Commission or the City may have any personal interest, <br />direct or indirect, in this Agreement, nor shall any such member, official, or employee participate <br />in any decision relating to this Agreement which affects his or her personal interests or the interests <br />of any corporation, partnership, or association in which he or she is, directly or indirectly, <br />interested. No member, official, or employee of the Commission or the City shall be personally <br />liable to the Developer, or any successor in interest, in the event of any default or breach by the <br />Commission or for any amount which may become due to the Developer, or its successors and <br />assigns, or on any obligations under the terms of this Agreement. No partner, member, employee, <br />or agent of the Developer or successors of them shall be personally liable to the Commission under <br />this Agreement. <br />8.3 Indemnity. The Developer agrees to indemnify, defend, and hold harmless the <br />Commission and the City from and against any third-party claims suffered by the Commission or <br />the City resulting from or incurred in connection with the Project. <br />SECTION 9. MISCELLANEOUS. <br />9.1 Severability. If any term or provision of this Agreement is held by a court of <br />competent jurisdiction to be invalid, void, or unenforceable, the remaining terms and provisions <br />of this Agreement shall continue in full force and effect unless amended or modified by mutual <br />consent of the parties.