Alteration and Termination. 10.1 If the circumstances change so as to materially influence the performance of the Agreement, the Parties can alter this Agreement through consultation and consensus. 10.2 Party A shall terminate the Agreement provided that: (1) Party B can not meet the employment requirement during the probation period in accordance with the decision of Party A; (2) Due to sickness or non-working-related injury, Party B can not continue to work after the expiration of the sick leave stipulated in the Labor Regulation; (3) Parties can not perform their obligations under this Agreement due to the material change of the circumstances and Parties can not reach consensus in respect of the stipulations and the conditions of the Agreement. 10.3 If Party A terminates the Agreement pursuant to section (2) and (3) of Article 10.2, Party A shall give written one (1) months' prior notice to Party B or pay Party B with one(1) months' salary instead of such notice. 10.4 Party A shall terminate the Agreement, if Party B: (1) deceit during the course of job-hunting; (2) without the consent of Party A, remove the assets of Party A or steal commercial and technology information contained in the confidential clause; (3) lead to material loss of Party A regardless of intentionally or negligently; (4) materially violate the employee manual or other regulations; (5) possess, steal or remove the assets of Party A or other employees; (6) provide service to other employer without the permission from Party A; (7) disclose or reveal any technology, documents or exclusive information of Party A to any other person or entity; (8) materially violate the stipulation of this Agreement. If Party B is dismissed by virtue of the reasons above, Party A shall not pay Party B with any compensation. 10.5 If Party B intents to terminate the Agreement with reasonable ground, it shall make written notice to Party A at less one (1) month in advance for such termination, or pay Party A with one(1) months' salary instead of such notice. 10.6 The Agreement shall terminate at once, if: (a) Party B is under custody or liable for criminal liability; or (b) Party A is no long in operation.
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Sources: Share Purchase Agreement (Focus Media Holding LTD), Share Purchase Agreement (Focus Media Holding LTD)