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relating to this Agreement or the Loan Documents. Assuming proper service of process, <br />Developer also waives any objection regarding personal or in rem jurisdiction or venue. <br />21.8 Severabili of Provisions. No provision of any Loan Document that is <br />held to be unenforceable or invalid shall affect the remaining provisions, and to this end <br />all provisions of the Loan Documents are hereby declared to be severable. <br />21.9 Headings. Article and section headings are included in the Loan <br />Documents for convenience of reference only and shall not be used in construing the <br />Loan Documents. <br />21.14 Conflicts. In the event of any conflict between the provisions of this <br />Agreement and those of any other Loan Document, this Agreement, unless otherwise <br />expressly provided, shall prevail; provided however that, with respect to any matter <br />addressed in both such documents, the fact that one document provides for greater, lesser <br />or different rights or obligations than the other shall not be deemed a conflict unless the <br />applicable provisions are inconsistent and could not be simultaneously enforced or <br />performed. <br />21.11 Time of the Essence. Time is of the essence under this Agreement and in <br />the performance of every term, covenant, and obligation contained herein. <br />21.12 Conflict of Interest. No member, official or employee of the City shall <br />have any direct or indirect interest in this Agreement, nor participate in any decision <br />relating to the Agreement which is prohibited by law. <br />21.13 WarrantX Against Payment of Consideration. Developer warrants that <br />it has not paid or given, and will not pay or give, any third person any money or other <br />consideration for obtaining this Agreement. <br />21.14 NonliabUity of City Officials and Employees. No member, official or <br />employee of City shall be personally liable to Developer, or any successor in interest, in <br />the event of any default or breach by City or for any amount which may become due to <br />Developer or successor, or on any obligation under the terns of this Agreement. <br />21.15 Plans and Data. Where Developer does not proceed with the <br />work and rehabilitation of the Property, and when this Agreement is terminated with <br />respect thereto for any reason, Developer shall deliver to City any and all plans and data <br />concerning the Property, and City or any person or entity designated by City shall have <br />the right to use such plans and data without compensation to Developer. Such right of <br />City shall be subject to any right of the preparer of the plans to their use. <br />21.16 Authority_ to Enter Agreement. Each undersigned represents and warrants <br />that its signature hereinbelow has the power, authority and right to bind their respective <br />parties to each of the terms of this Agreement, and shall indemnify the City fully, including <br />reasonable costs and attorney's fees, for any injuries or damages to City in the event that <br />such authority or power is not, in fact, held by the signatory or is withdrawn. <br />41 <br />