Common use of Delay Clause in Contracts

Delay. At any time prior to the Effective Time, by Sky or SBI, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 2004, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Farmers or SBISecurity, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30May 31, 20042001, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky FBS or SBIUSBC, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20041998, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky or SBIMetropolitan, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30July 31, 20042003, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September November 30, 20042001, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Mutual First or SBIXxxxxx, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Company Merger is not consummated by September 30February 28, 20042001, except to the extent that the failure of the Company Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Purchaser or SBISeller, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 20042008, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Buyer or SBIValley Financial, if its Board of Directors so determines by vote of a majority of the members of its such party’s entire BoardBoard of Directors, in the event that the Merger is not consummated by September 30, 20042015, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c9.01(c).

Delay. At any time prior to the Effective Time, by Sky Xxxxxxxxxx or SBIVFSC, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30October 31, 20041999 (or such other later date pursuant to Section 7.17 of this Agreement), except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction failure of the party seeking to terminate pursuant this Agreement to this Section 8.01(c)perform or observe the covenants and agreements of such party set forth herein.

Delay. At any time prior to the Effective Time, by Sky FNB or SBIGranite, upon written notice to the other party, if its Board board of Directors directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30October 31, 20042011, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01(c).;

Delay. At any time prior to the Effective Time, by Sky Washington Mutual or SBIAhmanson, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20041999, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c), which action or inaction is in violation of its obligations under this Agreement.

Delay. At any time prior to the Effective Time, by Sky or SBIThree Rivers, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30January 31, 20042003, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky United or SBICardinal, if its Board board of Directors directors so determines by vote of a majority of the members of its such party’s entire Boardboard of directors, in the event that the Merger is not consummated by September 30August 31, 20042017, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c9.01(c).

Delay. At any time prior to the Effective Time, by Sky Buyer or SBIPSC, if its Board of Directors so determines by vote of a majority of the members of its such party’s entire BoardBoard of Directors, in the event that the Merger is not consummated by September 30December 31, 20042014, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Zions or SBIFirst Security, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20042000, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c), which action or inaction is in violation of its obligations under this Agreement.

Delay. At any time prior to the Effective Time, by Sky First Indiana or SBISomerset, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 20042000, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company (and with written notice to the other party), in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20042007 (the “Permitted Termination Date”), except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky either Purchaser or SBI, Company if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September November 30, 2004, except not by such Party to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of such party to the party seeking to terminate pursuant to this Section 8.01(c)detriment of the other Party, except as permitted hereunder.

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 20041999, except to the extent that the failure of the Merger then to be consummated consum- mated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 20041997, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky First Union or SBISignet, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Corporate Merger is not consummated by September 30July 31, 20041998, except to the extent that the failure of the Corporate Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Zions ----- or SBICompany, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20041998, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company (and with written notice to the other party), in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20042003 (the "Permitted Termination Date"), except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky or SBIGLB, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 2004, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky BB&T or SBIMain Street, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30July 1, 20042006, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Zions or SBICompany, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 20041999, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Ahmanson or SBICoast, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September June 30, 20041998, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c), which action or inaction is in violation of its obligations under this Agreement.

Delay. At any time prior to the Effective Time, by Sky Zions or SBIthe Company, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September June 30, 20042001, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).. -45-

Delay. At any time prior to the Effective Time, by Sky City or SBIFarmers upon written notice to the other party, if its Board board of Directors directors so determines by vote of a majority of the members of its entire Boardboard, in the event that the Parent Merger is not consummated by September 30December 31, 20042018, except to the extent that the failure of the Parent Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky FUNC or SBIFFB, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September June 30, 20041996, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01 (C).

Delay. At By Acquiror or Bank, at any time prior to the Effective Time, by Sky or SBI, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20042006, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing intentional action or inaction of the party Party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Buyer or SBIthe Company, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30August 31, 20042003, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction failure of the party seeking to terminate pursuant this Agreement to this Section 8.01(c)perform or observe the covenants and agreements of such party set forth herein.

Delay. At By the Company or the Seller, at any time prior to the Effective Time, by Sky or SBI, if its Board of Directors so determines by vote of a majority of the members of its entire Boarddetermines, in the event that the Merger is not consummated by September 30, 20042007, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party Party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky AmSouth or SBIFirst American, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30February 15, 20042000, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c), which action or inaction is in violation of its obligations under this Agreement.

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30October 31, 20042002, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Peoples or SBINASB upon written notice to the other party, if its Board board of Directors directors so determines by vote of a majority of the members of its the entire Boardboard(s), in the event that the Merger is not consummated by September 30January 31, 20042015, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky ExecuFirst or SBIRepublic, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September June 30, 20041996, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01(C).

Delay. At any time prior to the Effective Time, by Sky CoreStates or SBIMeridian, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 20041996, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01(B).

Delay. At any time prior to the Effective Time, by Sky the Buyer or SBIthe Company, if its Board of Directors so determines by vote of a majority of the members of its entire BoardBoard of Directors, in the event that the Merger is not consummated by September June 30, 20041998, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction failure of the party seeking to terminate pursuant this Agreement to this Section 8.01(c)perform or observe the covenants and agreements of such party set forth herein.

Delay. At any time prior to the Effective Time, by Sky CoreStates or SBI----- Meridian, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 20041996, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01(B).

Delay. At any time prior to the Effective Time, by Sky Parent or SBISeller, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30on or before November 1, 20042012, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction in violation of this Merger Agreement of the party Party seeking to terminate pursuant to this Section 8.01(c7.01(c).

Delay. At any time prior to the Effective Time, by Sky Zions or SBICompany, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30August 31, 20041998, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company (and with written notice to the other party), in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30October 31, 20042004 (the "Permitted Termination Date"), except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Western or SBIPeninsula, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20041999, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror ----- or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 20041997, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At By the Company or the Seller, at any time prior to the Effective Time, by Sky or SBI, if its Board of Directors so determines by vote of a majority of the members of its entire Boarddetermines, in the event that the Merger is not consummated by September 30October 1, 20042006, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party Party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky Parent or SBISeller, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 20042012, except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky either Purchaser or SBI, Company if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30December 31, 2004, except not by such Party to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of such party to the party seeking to terminate pursuant to this Section 8.01(c)detriment of the other Party, except as permitted hereunder.

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company (and with written notice to the other party), in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30March 31, 20042003 (the "PERMITTED TERMINATION DATE"), except to the extent that the failure of the Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky the Acquiror or SBIthe Company, in each case if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the Merger is not consummated by September 30, 20041999, except to the extent that the failure of the Merger then to be consummated consum mated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c).

Delay. At any time prior to the Effective Time, by Sky CNN or SBIPEOPLES, if its Board of Directors so determines by vote of a majority of the members of its entire Board, in the event that the PEOPLES Merger is not consummated by September 30December 31, 20042000, except to the extent that the failure of the PEOPLES Merger then to be consummated arises out of or results from the knowing action or inaction of the party seeking to terminate pursuant to this Section 8.01(c7.01(c).