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8.4 Enforced Delay in Performance for Causes Beyond the Control of a Party;
<br /> Extension of Time of Performance. Notwithstanding anything to the contrary contained in this
<br /> Agreement, none of the Parties shall be deemed to be in default where delays in performance or
<br /> failures to perform are due to, and a necessary outcome of, war, insurrection, strikes or other
<br /> labor disturbances, walk-outs, riots, floods, earthquakes, fires, casualties, acts of God, acts of
<br /> terrorism, restrictions imposed or mandated by governmental entities, enactment of conflicting
<br /> state or federal laws or regulations, new or supplemental environments regulations, contract
<br /> defaults by third parties, or similar basis for excused performance which is not within the
<br /> reasonable control of the Party to be excused (each, an event of"Force Majeure"). Upon the
<br /> request of any of the Parties, an extension of time for such cause will be granted in writing for a
<br /> period necessitated by the event of Force Majeure, or longer as may be mutually agreed upon by
<br /> all the Parties.
<br /> SECTION 9. NO AGENCY,JOINT VENTURE OR PARTNERSHIP; CONFLICT OF
<br /> INTEREST,INDEMNITY.
<br /> 9.1 No Agency, Joint Venture or Partnership. It is specifically understood and
<br /> agreed to by and between the Parties that:
<br /> (a) The Project is a private development;
<br /> (b) Neither the Commission, the BPW nor Developer have any interest or
<br /> responsibilities for, or due to, third parties concerning any improvements until such time,
<br /> and only until such time, that the Commission, the BPW and/or Developer accepts the
<br /> same pursuant to the provisions of this Agreement; and
<br /> (c) The Commission, the BPW and Developer hereby renounce the existence
<br /> of any form of agency relationship,joint venture or partnership between the Commission,
<br /> the BPW and Developer and agree that nothing contained herein or in any document
<br /> executed in connection herewith shall be construed as creating any such relationship
<br /> between the Commission, the BPW and Developer.
<br /> 9.2 Conflict of Interest; Commission Representatives Not Individually Liable.
<br /> No member, official, or employee of the Commission shall have any personal interest, direct or
<br /> indirect, in this Agreement, nor shall any such member, official, or employee participate in any
<br /> decision relating to this Agreement which affects his personal interests or the interests of any
<br /> corporation, partnership, or association in which he/she is, directly or indirectly, interested. No
<br /> member, official, or employee of the Commission shall be personally liable to Developer, or any
<br /> successor in interest, in the event of any default or breach by the Commission or for any amount
<br /> which may become due to Developer or successor or assign or on any obligations under the
<br /> terms of the Agreement. No partner, employee or agent of Developer or successors of them shall
<br /> be personally liable to the Commission under this Agreement.
<br /> 9.3 Indemnity.
<br /> (a) Subject to Section 3.6 of this Agreement, the Commission agrees to
<br /> indemnify, defend and hold Developer harmless from and against any third party claims
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