Subject to the terms and conditions set forth in this Agreement, at the Closing the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, the Shares representing such Investor’s Investment Amount, calculated as the quotient of such Investor’s Investment Amount divided by the Per Share Purchase Price. The Closing shall take place at the offices of Mandelbaum Salsburg P.C. on the Closing Date or at such other location or time as the parties may agree.