(a) The closing of the purchase by the Investor of the Preferred Shares (the “ Closing ”) shall take place at the offices of Kirkland & Ellis LLP, 601 Lexington Avenue, New York, New York 10022, on the date the conditions set forth in Section  6.02 are satisfied, or at such other place, time and date as shall be agreed between the Company and the Investor (the “ Closing Date ”). The Closing shall be deemed to occur and be effective as of 12:01 a.m., New York City time, on the Closing Date.