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12. Brokerage. • Each party represents to the other that it has not engaged the services of any Real Estate broker or agent in connection with the Premises and/or this Agreement. 13. Prior Agreements; Merger. This Agreement supersedes any and all prior understandings and agreements between the parties and constitutes the entire agreement between them. No representatives, warranties, conditions or statements, oral or written, not contained herein shall be considered a part hereof. This Agreement may not be amended, altered, or modified except by an instrument in writing signed by the party sought to be charged therewith. 14. Miscellaneous. Subject to the provisions hereof, this Agreement shall bind and inure to the benefit of the parties hereto, their heirs, personal representatives, successors, and permitted assigns. No assignment of this Agreement shall be permitted except with the written consent of the other party, which consent shall not be withheld unreasonably. The warranties, representations and terms of this Agreement shall survive delivery of the Deed and shall not be merged therein. 15. Notices. • Any notices required or permitted to be given hereunder shall be deemed to have been properly given if sent prepaid United States registered or certified mail, return receipt requested. is If to Purchaser: Mr. William H. Bohn Real Estate and Space Manager Facilities Planning and Construction Department University of Virginia 575 Alderman Road Charlottesville, VA 22903 If to Seller: Mr. Gary B. O'Connell City Manager P.O. Box 911 Charlottesville, VA 22902 Or to such persons or addresses as the parties may hereafter direct by written notice. Notices, except those hand delivered, shall be deemed delivered two (2) days after being deposited with the United States Postal Service. Hand delivered notices shall be deemed delivered upon actual delivery to the person noted above. IJ