Payment of the Purchase Price and the closing hereunder (the “ Closing ”) will take place pursuant to an escrow closing, conducted by the Escrow Agent, on March 1, 2017 (the “ Closing Date ”), subject to termination of this Agreement pursuant to Section 4.1.7 hereof. On or prior to the Closing Date, the parties shall deposit in escrow with the Escrow Agent all documents, instruments and Closing funds required to be delivered by such party in order to consummate Closing pursuant to this Agreement.