The closing of the purchase and sale of the Purchased Interests (the “ Closing ”) shall take place on the Closing Date at the offices of Paul, Weiss, Rifkind, Wharton & Garrison LLP, 1285 Avenue of the Americas, New York at 10:00 a.m. Eastern Time, or such earlier or later time on the Closing Date as may be agreed in writing by Seller and Buyer.