The consummation of the sale by Seller and purchase by Purchaser of the Asset (the " Closing ") shall be held on December 30, 2016, subject to any extension pursuant to Section 3.4(c), Section 6.1, Section 6.2, Section 6.3(i) or Section 11.1(b) (such date, as affected by any such extension, the " Scheduled Closing Date "). The Closing shall be accomplished through escrow using the offices of Escrow Agent, with the documents to be executed by each party to be delivered to Escrow Agent or to another mutually acceptable escrow agent on or before the date that is one (1) Business Day prior to the Scheduled Closing Date and with the funds to be delivered by Purchaser to be wire transferred into the escrow account of Escrow Agent or such other mutually acceptable escrow agent on or before 11:00 a.m., Eastern Time, on the Scheduled Closing Date so as to obviate the need for the representatives of Seller and Purchaser to attend the Closing. To facilitate such escrow closing, Purchaser (through its counsel) shall deliver Purchaser's closing instruction letter to Escrow Agent for delivering and releasing to Seller at Closing all such instruments and documents and the Purchase Price delivered by Purchaser into escrow, and Seller (through its counsel) shall deliver Seller's closing instruction letter to Escrow Agent for delivering and releasing to Purchaser at Closing all such instruments and documents delivered by Seller into escrow. The Closing shall occur by no later than 1:00 p.m. Eastern Time on the Scheduled Closing Date.