name / content / group

name: Option

content: 131867

Option. Subject to and on the terms and conditions set forth in this Agreement, Seller hereby grants to Buyer the right and option (the "Option"), which may be exercised at any time during the Exercise Period (as defined in Section 2(c)), to acquire the Subsidiary pursuant to a merger (the "SSSI Merger") of the Subsidiary with and into a newly formed direct, wholly owned subsidiary of the Buyer (the "New Sub"), as a result of which (a) the separate existence of the Subsidiary shall terminate and the New Sub shall continue as the surviving corporation and (b) the Shares will be converted into the right to receive the Merger Consideration (as defined below). The SSSI Merger shall be effected pursuant to a merger