Common use of Date and location Clause in Contracts

Date and location. The closing of the transactions provided for in this Agreement (the "Closing") shall be held at the offices of ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, or at such other place mutually agreed to by the parties, commencing at 10:00 a.m. on a date (the "Closing Date") selected by ACME which shall be within ninety (90) days after the date on which the FCC order (the "Order") approving the transaction contemplated hereby is placed on public notice; provided, that the parties shall not be obligated to proceed to Closing if (1) the Order includes conditions materially adverse to ACME or the Members or (2) the conditions precedent to Closing have not been satisfied or waived; and provided further, that ACME shall have the unilateral right to require that Closing occur only after the Order has become a "Final Order" (which, for purposes of this Agreement, means that the Order has not been stayed, is not subject to reconsideration or review by the FCC or a court of competent jurisdiction, and the time to institute such administrative or judicial review has expired). At Closing, ACME will pay to the Members One Thousand One Hundred Eleven Dollars ($1,111) per day, to the extent the Closing Date is more than fifty-four (54) days later than the date the Order is placed on public notice.