Closing; Closing Date

Closing; Closing Date. The closing of the Transactions (the " Closing ") will take place at the offices of Buyer in Edina, Minnesota, beginning at 9:00 a.m. local time on the date that is two Business Days after satisfaction or waiver of the conditions to Closing set forth in Article 7 (other than conditions that by their nature are to be satisfied at Closing, but subject to the satisfaction or waiver of such conditions at Closing) or on such other date as may be determined by Buyer and Sellers (the actual date Closing occurs being the " Closing Date "). Closing will be deemed to be effective as of 12:01 a.m. local time on the Closing Date (the " Effective Time "). All actions to be taken and all documents to be executed or delivered at Closing will be deemed to have been taken, executed and delivered simultaneously, and no action will be deemed taken and no document will be deemed executed or delivered until all have been taken, delivered and executed, except in each case to the extent otherwise stated in this Agreement or any such other document. Documents may be delivered at Closing by facsimile or other electronic means, and the receiving Party may rely on the receipt of such documents so delivered as if the original had been received.