{'index': 5, 'text': ' “Superior Proposal” means any bona fide written Acquisition Proposal on terms that the Company Board (or a committee thereof) has determined in good faith (after consultation with its financial advisor and outside legal counsel) (i) would be more favorable, from a financial point of view, to the Company Stockholders (in their capacity as such) than the Merger (taking into account (1) any revisions to this Agreement made or proposed in writing by Parent prior to the time of such determination; and (2) those factors and matters deemed relevant in good faith by the Company Board (or any committee thereof), which factors shall include the (A) identity of the Person making the proposal; and (B) legal, financial (including the financing terms), regulatory, timing and other aspects of such Acquisition Proposal); (ii) is not subject to any financing or due diligence condition; and (iii) is reasonably likely to be consummated in accordance with its terms on a timely basis. For purposes of the reference to an “Acquisition Proposal” in this definition, all references to “15 percent” in the definition of “Acquisition Transaction” will be deemed to be references to “50.1 percent.” (from: https://www.sec.gov/Archives/edgar/data/1370880/000110465922031803/tm228582d6_ex2-1.htm)'}
Instruction: Read the segment of a merger agreement and answer the multiple-choice question by choosing the option that best characterizes the agreement.
Question: What qualifies as a superior offer in terms of asset deals?
Option A: "All or substantially all"
Option B: 50%
Option C: Greater than 50% but not "all or substantially all"
Option D: Less than 50%

Merger Agreement: Section 5.4 Acquisition Proposals.   <omitted>   (d) <omitted> following receipt of a <omitted> Acquisition Proposal <omitted> that the Company Board determines <omitted> constitutes a Superior Proposal, the Company Board may <omitted> make an Adverse Recommendation Change <omitted> if <omitted> (i) (A) the Company shall have provided to Parent <omitted> notice, <omitted> (it being understood and agreed that any amendment to the financial terms or any other material term or condition of such Superior Proposal shall require a new notice and an additional three Business Day period) (Pages 44-45)
Answer: B

Merger Agreement: {{text}}
Answer:
Instruction: Read the segment of a merger agreement and answer the multiple-choice question by choosing the option that best characterizes the agreement.
Question: What qualifies as a superior offer in terms of asset deals?
Option A: "All or substantially all"
Option B: 50%
Option C: Greater than 50% but not "all or substantially all"
Option D: Less than 50%
Merger Agreement:  “Superior Proposal” means any bona fide written Acquisition Proposal on terms that the Company Board (or a committee thereof) has determined in good faith (after consultation with its financial advisor and outside legal counsel) (i) would be more favorable, from a financial point of view, to the Company Stockholders (in their capacity as such) than the Merger (taking into account (1) any revisions to this Agreement made or proposed in writing by Parent prior to the time of such determination; and (2) those factors and matters deemed relevant in good faith by the Company Board (or any committee thereof), which factors shall include the (A) identity of the Person making the proposal; and (B) legal, financial (including the financing terms), regulatory, timing and other aspects of such Acquisition Proposal); (ii) is not subject to any financing or due diligence condition; and (iii) is reasonably likely to be consummated in accordance with its terms on a timely basis. For purposes of the reference to an “Acquisition Proposal” in this definition, all references to “15 percent” in the definition of “Acquisition Transaction” will be deemed to be references to “50.1 percent.” (from: https://www.sec.gov/Archives/edgar/data/1370880/000110465922031803/tm228582d6_ex2-1.htm)
Answer: