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10. Inspections, Appraisals and Approvals. • a. Seller shall give to Purchaser and its designated agents and representatives full access to the Premises during normal business hours throughout the Study period as defined in paragraph 10(b), below, including the right, at Purchaser's own risk, cost and expense, to cause its agents or representatives to enter upon the Premises for the purpose of (i) making physical and topographic surveys; (ii) conducting such tests, investigations and studies as Purchaser may desire, including those related to engineering, water, groundwater, sanitary and storm sewer, utilities and environmental matters, as well as soil borings. Purchaser shall, at its expense, restore the Premises to its prior condition to the extent of any changes made by its agents or representatives in the event it does not purchase the Premises. Seller shall furnish to Purchaser during the Study Period all information concerning the Premises which Purchaser may reasonably request and which is in the possession of Seller. b. Purchaser shall have ninety (90) days from the Effective Date (as defined in paragraph 17(a), below), or the date on which all information and data and the copies of all documents to be provided hereunder are in fact provided to Purchaser by Seller, whichever occurs last ("Study Period"), to complete the studies described in paragraph 10(a), above, and to determine in its sole discretion that the Purchase Price does not exceed the Fair Market Value of the Premises and the condition of the Premises is satisfactory for the intended use of Purchaser. In • the event that Purchaser is not so satisfied for any reason whatsoever at any time prior to the expiration of the Study Period, Purchaser shall advise Seller in writing of its intention not to proceed to Settlement under the terms of this Agreement, and in such event, this Agreement shall automatically be terminated, and no party shall have any liability hereunder. In the event the Study Period shall not have expired as of the Settlement date set out in paragraph 7 then, at the option of Purchaser, Settlement may be delayed until ten (10) business days following the expiration of the Study Period. C. Notwithstanding anything to the contrary, this Agreement shall be subject: ® to the approval of The Rector and Visitors of The University of Virginia and (ii) to approval by the Charlottesville City Council. d. Nothing in this Agreement shall bar the Commonwealth of Virginia or any agency thereof from enforcing any applicable laws or regulations if contamination by toxic or hazardous substances is discovered on the Premises. 11. Default. In the event of any default, the non -defaulting party shall be entitled to pursue any remedies at law or in equity in connection with the default of the other party. The election to terminate this Agreement under the terms hereof shall not constitute a default. • Nothing in this Agreement shall be construed as a waiver of the sovereign immunity of Purchaser or the Commonwealth of Virginia. 5