Common use of Termination by Mutual Consent Clause in Contracts

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company and Parent referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption Time (notwithstanding any approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a), Company) by mutual written consent of Parent, Merger Sub and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders partners of RELP or the Company referred to in Section 7.1(a), shareholders of AIP or by the mutual written consent of AIP and RELP, with the Company and Parent by action prior approval of their respective boards Board of directorsTrust Managers and General Partner.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval is obtained, by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Shares, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a8.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger and other Transactions may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company, acting under the direction of the Company Board, and Parent by action and Merger Sub, acting under the direction of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders shareholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders date of the Company Stockholder Approval and the Parent Stockholder Approval referred to in Section 7.1(a6.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective TimeDate, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company and Parent referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the First Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company or the approval of the Stock Issuance by the stockholders of Parent referred to in Section 7.1(a6.01(b), by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the First Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Distribution Merger may be abandoned at any time prior to the Distribution Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent Cingular by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a)Sections 8.1(a) and 8.2(a) hereof, by the mutual written consent of Praxair and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Shares, either by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Parent and the Company and Parent Company, or by mutual action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Delta Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company or the approval of the Stock Issuance by the stockholders of Parent referred to in Section 7.1(a6.01(b), by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders receipt of the Company referred to in Section 7.1(a)Requisite Vote, by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Timefiling of the Certificate of Merger, whether before or after obtaining the adoption of this Agreement Requisite Stockholder Approvals, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company JIS, Judge and Parent Acquisition, by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders shareholders of the Company and stockholders of Parent referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after gaining the adoption requisite approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company and Parent by action Purchaser, Merger Sub and, with the consent of their respective boards of directorsthe Special Committee, the Company.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval has been obtained, by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger and other Transactions may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders shareholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company, acting under the direction of the Company Board, and Parent by action and Merger Sub, acting under the direction of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), Time by mutual written consent of the Company and Parent STI, by action of their respective boards of directors.

Termination by Mutual Consent. This Subject to Section 1.3(b), this Agreement may be terminated terminated, and the Offer and the Merger may be abandoned abandoned, at any time prior to the Effective Time, whether before or after by the mutual written consent of Parent and the Company, notwithstanding any requisite approval and adoption of this Agreement and the Transactions by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement any approval by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Investor and the Company and Parent by action prior to the purchase of their respective boards of directorsthe Shares pursuant to the Offer.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Parent, Merger Sub and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be ----------------------------- terminated and the Merger may be abandoned at any time prior to the Effective Timeexpiration or termination of the Offer, whether before or after the adoption approval by holders of this Agreement Shares, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Parent and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Shareholder and/or LVGI, by the mutual written consent of the Company Boards of Directors of AGI and Parent by action of their respective boards of directorsLVGI.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent SBC, by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the shareholders or stockholders of the Company and Parent, respectively, referred to in Section 7.1(a), by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders satisfaction of the Company condition referred to in Section 7.1(a6.1(a), by mutual written consent of the Company ▇▇▇▇ and Parent by action of their respective boards of directorsMeadow.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Shares, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser, Merger Sub and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a6.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders shareholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent Company, by action of their respective boards its board of directors, acting upon the recommendation of the Independent Committee, and Parent, by action of its board of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approvals by the stockholders of the Company and Parent referred to in Section 7.1(a8.1(a), by mutual written consent of the Company Company, Parent and Parent the Asset Purchaser, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company Purchaser and Parent by action of their respective boards of directorsthe Company.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Shares, by the stockholders mutual consent of DLB and the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger and other transactions contemplated by this Agreement may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Shareholders, by mutual written consent of Parent and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a8.1(a), by mutual written consent of the Company and Parent Company, by action of their respective boards the Company Board (approved by the Independent Directors), and Novartis, by action of its board of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a)Dime and ▇▇▇▇▇▇, respectively, by the mutual written consent agreement of the Company Dime and Parent ▇▇▇▇▇▇, approved by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval, by mutual written consent of Parent, Merger Sub and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by time the stockholders of the Requisite Company referred to in Section 7.1(a)Vote is obtained, by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Requisite Vote is obtained, by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Requisite Company referred to in Section 7.1(a)Vote is obtained, by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent Parent, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company Purchaser and Parent by action of their respective boards of directorsthe Company.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Offer, the Merger may be and the other Transactions abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval, if applicable, by mutual written consent of Parent, Merger Sub and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Shareholder Approval is obtained, by mutual written consent of the Company and Parent by action (on behalf of their respective boards of directorsthe Buyer Parties).

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a8.1(a), by mutual written consent of the Company (at the direction of the Special Committee) and Parent by action of their respective boards of directorsDimensional.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders shareholders of the Company referred to in Section 7.1(a)ACS2 and/or Dynamic, by the mutual written consent of the Company Boards of Directors of ACS2 and Parent by action of their respective boards of directorsDynamic.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval is obtained, by mutual written consent of the Company and Parent duly authorized by action each of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders shareholders of STH or PMCT or by the Company referred to in Section 7.1(a), by mutual written consent of PMCT and STH, with the Company and Parent by action prior approval of their respective boards Boards of directorsTrust Managers or Directors, respectively.

Termination by Mutual Consent. This Agreement may be terminated ----------------------------- and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement gaining Requisite Stockholder Approval, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated terminated, and in connection therewith the Offer may be terminated, at any time prior to the Acceptance Date, and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of the Company, acting under the direction of the Company Board, and Parent by action and Purchaser, acting under the direction of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval, by mutual written consent of the Company Company, Parent and Parent Merger Sub, which consent shall have been approved by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and ----------------------------- the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement its approval by the stockholders of the Company referred to in Section 7.1(a)Company, by mutual written consent of the Company (through the Continuing Directors, the Special Directors or their designated successors), Parent and Parent Merger Sub, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Requisite Vote has been obtained, by mutual written consent of the Company and Parent Company, by action of their respective boards the Company Board, and Parent, by action of its board of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company referred to in Section 7.1(a7.01(a), by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company shareholder approval referred to in Section 7.1(a7.01(a), by the mutual written consent of the Company Parent and Parent ARB by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a8.1(a), by mutual written consent of the Company (at the direction of the Special Committee) and Parent by action of their respective boards of directorsthe Mutual Group.

Termination by Mutual Consent. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by Requisite Company Stockholder Approvals or the stockholders of the Company referred Parent Stockholder Approval have been obtained pursuant to in Section 7.1(a8.1(a) or Section 8.1(b), as applicable, by mutual written consent of the Company by action of the Company Board (acting upon the recommendation of the Special Committee) and Parent by action of their respective boards of directorsthe Parent Board.

Termination by Mutual Consent. This Agreement may be terminated and the Merger and the other Transactions may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Common Stock, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company and Parent, respectively, each referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption and approval of this Agreement by the stockholders of the Company Stockholders referred to in Section 7.1(a7.1(c), by mutual written consent of the Company and Parent Buyer by action of their respective boards of directorsBoards.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after any approval of the adoption of this Agreement matters presented in connection with the Merger by the stockholders of the Company referred to in Section 7.1(a)Company, by mutual written consent of the Company Company, Parent and Parent Merger Sub by duly authorized action of their respective boards Boards of directorsDirectors (or, in the case of Company, the Special Committee).

Termination by Mutual Consent. This Agreement may be terminated and the ----------------------------- Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval by holders of this Agreement Shares, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser and the Company and Parent Company, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Investor and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent by Parent, through action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after not the adoption of this Agreement Company Shareholder Approval has been obtained, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser, Merger Sub and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders shareholders of the Company referred to in Section 7.1(a8.1(a), by mutual written consent of the Company Company, the Parent and Parent by action of their respective boards of directorsthe Merger Subsidiary.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement Company Stockholder Approval, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Purchaser and the Company and Parent approved by action of their respective boards board of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a7.1 (a), by mutual written consent of the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement Plan may be terminated terminated, and the Merger may be abandoned abandoned, at any time prior to the Effective Time, Time (whether before or after not the adoption of this Agreement by the stockholders shareholders of the Company referred to in Section 7.1(ahave adopted and approved this Plan), by upon the mutual written consent of Parent and the Company and Parent Company, by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated terminated, and the Merger Mergers may be abandoned abandoned, at any time prior to the Effective Time, whether before or after the adoption of this Agreement ▇▇▇▇▇▇ Stockholder Approval has been obtained, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company ▇▇▇▇▇▇, ▇▇▇ and Parent by ▇▇▇▇▇▇, through action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Amended and Restated Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective TimeDate, whether before or after the adoption approval of this Amended and Restated Agreement by the stockholders of the Company referred to in Section 7.1(a)Company, by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger Mergers may be abandoned at any time prior to the First Merger Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval is obtained, by mutual written consent of the Company and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company and Parent if the Boards of Directors of each so determines by action the affirmative vote of their respective boards a majority of directorsthe members of its entire Board of Directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)Stockholder Approval, by mutual written consent of Parent, Merger Sub and the Company and (with any termination by Parent also being an effective termination by action of their respective boards of directorsMerger Sub).

Termination by Mutual Consent. This Agreement may be terminated and the Offer and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption approval of this Agreement by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of Buyer and the Company and Parent by action of their respective boards of directorsCompany.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company (and Parent, if required), referred to in Section 7.1(a), by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company and SBC referred to in Section 7.1(a), by mutual written consent of the Company and Parent SBC, by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption and approval of this Agreement by the stockholders of the Company MUSA Stockholders referred to in Section 7.1(a6.1(a), by mutual written consent of the Company MUSA and Parent by action of their respective boards of directorsBoards.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement New Plan Shareholders Meeting or Excel Stockholders Meeting by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company Excel and Parent by action of their respective boards of directorsNew Plan.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company referred to in Section 7.1(a)or Merger Sub, by mutual written consent of the Company and Parent by action of their respective boards Boards of directorsDirectors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement by the stockholders of the Company shareholder approval referred to in Section 7.1(a7.01(a), by the mutual written consent of Parent and the Company and Parent by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement Plan may be terminated and the Merger may be abandoned at any time prior to the Effective Time, Time (whether before or after the adoption of this Agreement by not the stockholders of the Company referred to in Section 7.1(ahave adopted and approved this Plan), by upon the mutual written consent of Parent and the Company and Parent Company, by action of their respective boards of directors.

Termination by Mutual Consent. This Agreement may be terminated and the Merger and other Transactions may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement Stockholder Approval, by the stockholders of the Company referred to in Section 7.1(a), by mutual written consent of the Company, acting under the direction of the Company Board, and Parent by action of their respective boards of directorsParent.

Termination by Mutual Consent. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time, whether before or after the adoption of this Agreement approval by the stockholders of the Company and Parent referred to in Section 7.1(a), by mutual -41- written consent of the Company Company, Parent and Parent Merger Sub, by action of their respective boards of directors.