Cancellation of the Notes. The Company and the Holder agree that, upon issuance of the Series A Preferred Stock, the Note Transaction Documents shall be cancelled in full and of no further force or effect and will destroy all certificates and/or documents with the Company’s original signature evidencing the Note Transaction Documents. The Holder agrees that, upon issuance and delivery by the Company of the Series A Preferred Stock, all executory and other provisions of the Note Transaction Documents (including all agreements and documents relating to any amendments and exchanges thereto) shall be deemed cancelled in full and of no further force or effect with respect to the Company or the Holder. Additionally, simultaneously with the issuance and delivery by the Company of the Series A Preferred Stock, the Holder, or in the alternative the Company, shall cause the filing of UCC-3’s to terminate all of the UCC-1’s filed pursuant to the Note Transaction Documents.

PERFORMANCE-BASED CANCELLATION PROVISION. In order to appropriately balance risk and reward, unpaid Restricted Stock Units (and any related dividend equivalents) may be canceled if a loss occurs outside of the ordinary course of business. For [[Bank of America:Organization]] or a line of business, a “loss” means a pre-tax loss for a fiscal year (as determined under U.S. generally accepted accounting principles in effect as of the close of such fiscal year). A loss in the “ordinary course of business” means a loss resulting from a planned winding down of a business or legacy position. A loss outside of the ordinary course includes (without limitation) losses such as those resulting from risk or compliance violations, deliberate or grossly negligent failures to perform your job duties, or any loss that materially impairs [[Bank of America:Organization]]’s solvency, liquidity, or capital distribution plans. If a loss outside of the ordinary course of business occurs:

Cancellation; Payment of Expenses. Upon the surrender of this Warrant in connection with any transfer, exchange, or replacement as provided in this Paragraph 7, this Warrant shall be promptly canceled by the Company. The Company shall pay all taxes (other than securities transfer taxes) and all other expenses (other than legal expenses, if any, incurred by the Holder or transferees) and charges payable in connection with the preparation, execution, and delivery of Warrants pursuant to this Paragraph 7.

Cancellation of Deferral Elections. As provided by Section 2.12, in the event of a distribution under Section 6.5.1 the Plan Administrator will cancel the Participant’s deferral elections for the balance of the applicable Plan Year.

Cancellation of Performance Units/Shares. On the date set forth in the Award Agreement, all unearned or unvested Performance Units/Shares will be forfeited to the Company, and again will be available for grant under the Plan.

SECTION # ADJUSTMENTS OF ACCOUNTS 8

Cancellation of a Purchase Order. Customer may cancel a binding purchase orders upon written notice to Lonza, subject to the payment of a cancellation fee as calculated below (the “Cancellation Fee”):

Modification, Waiver, Termination, and Cancellation. No supplement, modification, termination, cancellation or amendment of this Agreement shall be binding unless executed in writing by the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall such waiver constitute a continuing waiver.

Cancellation and Rescission of Award. Without limiting the foregoing Section 15, the Company may cancel any award provided hereunder if the Employee is not in compliance with all of the following conditions:

Agreement Cancellation