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6.5 Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be enforceable without such provision. 6.6 Amendment, This Agreement constitutes the entire Agreement between the Parties and may not be modified except in writing, signed by all Parties. Any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding on either Party except to the extent incorporated in this Agreement. 6.7 Assignment. This Agreement will bind all parties, their respective successors, assigns, and personal and legal representatives. No party may assign or transfer its interest in or obligations under this Agreement without the written consent of all other parties, which consent will not be unreasonably withheld. Nothing in this provision will prevent Union Station from employing such consultants, associates or subcontractors as Union Station may deem appropriate to assist in performance of Union Station's duties hereunder. 6.8 No Third -Party Beneficiaries. Nothing in this Agreement, express or implied, is intended or shall be construed to confer upon any person, firm, or corporation other than the parties hereto and their respective successors or assigns, any remedy or claim under or by reason of this Agreement or any term, covenant, or condition hereof, as third -party beneficiaries or otherwise, and all of the terms, covenants, and conditions hereof shall be for the sole and exclusive benefit of the Parties herein. 6.9 Conflict of Interest: Commission Representatives Not Individually Liable. No member, official, or employee of the Commission shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he /she is, directly or indirectly, interested. No member, official, or employee of the Commission shall be personally liable to Union Station, or any successor in interest, in the event of any default or breach by the Commission or for any amount which may become due to Union Station or successor or assign or on any obligations under the terms of the Agreement. 6.10 Authority. The undersigned persons executing and delivering this Agreement on behalf of each Party represent and certify they are duly authorized with authority to execute this Agreement; they have the full legal Tight, power and authority to enter into this Agreement and to grant the rights and perform the obligations contained herein; to the extent any third party consent or approval is required to grant such rights or perform such obligations hereunder those third party consents or approvals will be obtained, but each Party may rely on this Agreement as a valid and binding obligation, enforceable in accordance with its terms. 6.11 Good faith. The Parties agree that they will each undertake in good faith as permitted by law any action and execute and deliver any document reasonably required to carry out the intents and purposes of this Agreement. 6.12 Facsimile Signatures. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the