Mutual Termination. This Agreement, and the obligations of all Parties hereunder, may be terminated, upon written notice to all other Parties in accordance with [Section 10.11], by mutual agreement among all of the following: # NEE; # the EFH/EFIH Debtors; and # the Fidelity Funds.

Termination by Mutual Agreement; Death. The engagement of Consultant pursuant to Section 1 may be terminated at any time by mutual agreement of the parties. The engagement of Consultant pursuant to Section 1 will automatically terminate if Consultant dies during the Consulting Term.

Put by Mutual Agreement. Notwithstanding the Put Ceiling or Put Floor for each Put, as described above, at any time either as a part of a Put or as an additional Put(s) during a month, ​ may request permission to request funds in excess of the Put Ceiling or Put Floor for such month and may deliver to ​(s) a Put or Puts in excess of the Put Ceiling, which Put or Puts ​(s) may fund, in its sole discretion, subject to the terms and conditions herein applicable to the monthly Puts.

Termination by Mutual Agreement of the Parties. CFO’s employment with the Company may be terminated at any time upon a mutual agreement in writing of the Parties. Any such termination of employment shall have the consequences specified in such agreement.

Mutual Covenants. Each of Axsome and Licensee hereby covenants to the other Party that:

Mutual Cooperation. Subject to applicable Law (including any privacy Laws), and the Parties’ execution of an appropriate personal data transfer agreement, the Seller and each Seller Affiliate shall provide promptly to the Purchaser, at the Purchaser’s request, any information or copies of personnel records (including addresses, dates of birth, dates of hire and dependent information) relating to the Transferred Employees or relating to the service of Transferred Employees with the Seller (and predecessors and Affiliates of the Seller) prior to the Closing Date. The Seller and the Purchaser shall each cooperate with the other and shall provide to the other such documentation, information and assistance as is reasonably necessary to effect the provisions of this [Section 9.8].

All parties involved in this transaction, and under the terms and conditions of this Agreement, at all times, shall cooperate, one with the other, to facilitate the liquidation of the stock as mentioned above. The company will cooperate, one with the other, provide, to the best of its ability, any paperwork necessary to facilitate the liquidation, in a timely and efficient manner.

Mutual Drafting. Each Party has had the opportunity to be represented by counsel of its choice in negotiating this Agreement. This Agreement shall therefore be deemed to have been negotiated and prepared at the joint request, direction and construction of the Parties, at arm’s length, with the advice and participation of counsel, and shall be interpreted in accordance with its terms without favor to either Party, and no presumption or burden of proof shall arise favoring or disfavoring either Party by virtue of the authorship of any of the provisions of this Agreement.

Mutual Drafting. The Parties acknowledge and agree that: # this Agreement and the Ancillary Documents are the result of negotiations between the parties and will not be deemed or construed as having been drafted by any one party, # each party and its counsel have reviewed and negotiated the terms and provisions of this Agreement (including any, Exhibits and Schedules attached hereto) and the Ancillary Documents and have contributed to their revision, # the rule of construction to the effect that any ambiguities are resolved against the drafting party will not be employed in the interpretation of this Agreement or the Ancillary Documents and # neither the drafting history nor the negotiating history of this Agreement or the Ancillary Documents may be used or referred to in connection with the construction or interpretation thereof. Notwithstanding any of the foregoing, the Company acknowledges and agrees that it will be responsible for all reasonably incurred and documented legal and accounting expenses of the Parent related to the negotiation, execution, and delivery of this Agreement and the Ancillary Documents and the payment shall be made immediately after closing for all such fees and expenses that have been presented to Sellers’ Representative by that time.

Mutual Non-Disparagement. The Parties shall not, and shall cause their Affiliates and their respective officers, directors, managers, employees and agents, and shall instruct their respective advisors, not to, directly or indirectly, make any public statements, comments or communications relating to the subject matter of this Agreement or the transactions contemplated by the SPA that would reasonably be expected to constitute disparagement of any other Party or any of their Affiliates or their respective officers, directors, managers, employees or agents or that may reasonably be considered to be derogatory or detrimental to the good name or business reputation of any other Party or any of their Affiliates or their respective officers, directors, managers, employees or agents. Where applicable, the obligations in the foregoing sentence apply to any public statements, comments, or communications in any form, whether oral, written, or electronic, excluding internal announcements and communications by a Party or its Affiliates and any communications between the Parties and their attorneys. The Parties further agree that they will not in any way solicit any such public statements, comments, or communications.