Closing. Subject to the terms and conditions of this Agreement, the closing of the Transaction (the “Closing”) shall take place by a so-called “virtual closing” pursuant to which all Closing deliveries may be effected by telephone, facsimile, e-mail, PDF, wire transfer and/or similar means on the third (3rd) Business Day following the satisfaction or waiver of all conditions contained in [Article VIII] (except for those conditions which by their nature are to be satisfied at Closing, but subject to the satisfaction or waiver of such conditions), or on such other date, place and time as the Representative and Purchaser may agree in writing, but in any event not later than the Outside Date, unless the Parties agree in writing to another date. The date on which the Closing occurs is referred to herein as the “Closing Date”.

Closing. Subject toUpon the terms and subject to the conditions of this Agreement,hereof, the closingconsummation of the Transactiontransaction contemplated by this Agreement (the “Closing”) shall take place by a so-called “virtual closing” pursuant tovia electronic and overnight deliveries, or as the parties mutually agree, on the fifth business day after the date on which all conditions to the Closing deliveries may be effected by telephone, facsimile, e-mail, PDF, wire transfer and/or similar means on the third (3rd) Business Day following the satisfaction or waiver of all conditions containedset forth in [Article VIII] (except forVI] (other than those conditions whichthat by their nature are to be satisfied at Closing,the Closing but subject to the satisfactionfulfillment or waiver of suchthose conditions), have been satisfied or onwaived, or at such other date,time and place and time as the Representative and Purchaser may agree in writing, but inparties agree; provided, however, that the Closing shall not occur any event not later than the Outside Date, unless the Parties agree in writing to another date.​ (the “Outside Closing Date”). The date onupon which the Closing occurs is herein referred to herein as the “Closing Date”.

Unless otherwise agreed to by the terms and conditions of this Agreement,Parties in writing, the closing of the Transactiontransactions contemplated under this Agreement (the “Closing”), including the sale of the Business and Purchased Assets to the Purchaser and the assumption of the Assumed Liabilities by the Purchaser, shall take place by a so-called “virtual closing” pursuant to which all Closing deliveries may be effected by telephone, facsimile, e-mail, PDF, wire transfer and/or similar meansremotely via the exchange of documents and signatures on the third (3rd) Business Day following the satisfaction and/or waiver of all conditions containedto the Closing set forth in [Article VIII] (except for[Sections 5 and 6]6] (other than those conditions whichthat by their nature are to be satisfied at the Closing, but subject to the satisfaction and/or waiver of such conditions), or on provided, that, if such day is not the ​, the Seller and the Purchaser shall each have the right, exercisable at any time prior to the Closing by written notice to the other date, place and time asParty in its sole discretion, to defer the Representative and Purchaser may agreeClosing to the ​ in writing, but in any event not later than the Outside Date, unless the Parties agree in writing to another date. The date on which the Closing occurs is referred to hereinotherwise would have occurred, provided further, that, Closing shall in no event occur earlier than ​. For purposes of this Agreement, “Closing Date” shall mean the time and date as of which the “Closing Date”.Closing actually takes place.