The closing of the transactions contemplated by this Agreement (the “ Closing ”) shall take place at FCRE’s offices at 60 Broad Street, 34th Floor, New York, NY, or such other location in Manhattan which is mutually agreeable to the Parties, on the date of the execution of this Agreement if the conditions to closing as set forth in Article V hereof have been met, or the first business day after the conditions to closing as set forth in Section 5.1, 5.2 and 5.3 hereof have been met or waived by each of the Parties by notice to each of the other Parties hereto, time being of the essence (the “Closing Date”). The Parties and their representatives may participate in the Closing by electronic means and electronic delivery of signed documents. The Closing shall be deemed to occur as of midnight at the end of the Closing Date.