{'index': 4, 'text': "SECTION 6.04    No Solicitation of Transactions:  c.Except as set forth in this Section 6.04(c) or in Section 6.04(d), neither the Company Board nor any committee thereof shall make a Change in the Company Recommendation or approve or recommend, or cause or permit the Company to enter into any letter of intent, or other contract, agreement or obligation with respect to, any Competing Transaction (other than a confidentiality agreement contemplated by subsection (b)(A)(iii) of this Section 6.04). Notwithstanding the foregoing or anything to the contrary contained elsewhere in this Agreement, at any time prior to the time of the Company Stockholders' Meeting, the Company may make a Change in the Company Recommendation and thereafter may terminate this Agreement pursuant to Section 8.01(a)(v) and, concurrently with such termination may enter into a definitive agreement to execute a Superior Proposal, only if: (i) a Superior Proposal is made and such Superior Proposal did not result from a breach by the Company of this Section 6.04; (ii) the Company Board determines, in its good faith judgment after consultation with independent legal counsel (who may be the Company's regularly engaged independent legal counsel), that failure to make a Change in the Company Recommendation in response to such Superior Proposal and terminate this Agreement pursuant to Section 8.01(a)(v) or enter into a definitive agreement to execute a Superior Proposal, would be inconsistent with its fiduciary obligations to the Company and its stockholders under applicable Law, (iii) the Company Board provided written notice to Parent (a “Notice of Superior Proposal”) advising Parent that the Company Board has received a Superior Proposal, specifying the material terms and conditions of such Superior Proposal and identifying the person making such Superior Proposal and indicating that the Company Board intends to make a Change in the Company Recommendation, terminate this Agreement pursuant to Section 8.01(a)(v) or enter into a definitive agreement to execute a Superior Proposal, and, if so, which actions and the manner in which it intends to do so, (iv) if Parent does not, within five business days of Parent's receipt of the Notice of Superior Proposal (the “Response Window”), make an offer or a counteroffer that the Company Board determines, in its good faith judgment (after having received the advice of a financial advisor of internationally recognized reputation) to be at least as favorable to the Company's stockholders as such Superior Proposal (it being understood and agreed that any material amendments to such Superior Proposal, including the financial terms of such Superior Proposal, shall each require the delivery of a new Notice of Superior Proposal and the commencement of a new Response Window, but such Response Window shall be for a period of three business days) and (v) the Company pays the Termination Fee pursuant to Section 8.03 to Parent prior to or concurrently with terminating this Agreement. (https://www.sec.gov/Archives/edgar/data/1131096/000113109613000008/mergeragreement.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 standard should the board follow when determining whether to change its recommendation in connection with a superior offer?
Option A: "Breach" of fiduciary duties
Option B: "Inconsistent" with fiduciary duties
Option C: "Reasonably likely/expected breach" of fiduciary duties
Option D: "Reasonably likely/expected to be inconsistent" with fiduciary duties
Option E: "Reasonably likely/expected violation" of fiduciary duties
Option F: "Required to comply" with fiduciary duties
Option G: "Violation" of fiduciary duties
Option H: More likely than not violate fiduciary duties
Option I: None
Option J: Other specified standard

Merger Agreement: Section 5.2. No Solicitation. <omitted>  (c)    Notwithstanding anything to the contrary contained in this Agreement, at any time prior to obtaining the Company Stockholder Approval, the Company Board may make a Change in Recommendation in response to an unsolicited bona fide written Acquisition Proposal or cause the Company to enter into an Alternative Acquisition Agreement concerning an Acquisition Proposal, in each case only if:   (i)    such Acquisition Proposal or Superior Proposal did not result from a breach of Section 5.2(a);   (ii)the Company Board (or a committee thereof) determines in good faith (A) after consultation with the Company’s outside legal counsel and Independent Financial Advisor, that such Acquisition Proposal constitutes a Superior Proposal and (B) after consultation with the Company’s outside legal counsel, that in light of such Acquisition Proposal, a failure to make a Change in Recommendation or to cause the Company to enter into such Alternative Acquisition Agreement would be inconsistent with the Company Board’s fiduciary obligations to the Company’s stockholders under the DGCL; (Page 27)
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 standard should the board follow when determining whether to change its recommendation in connection with a superior offer?
Option A: "Breach" of fiduciary duties
Option B: "Inconsistent" with fiduciary duties
Option C: "Reasonably likely/expected breach" of fiduciary duties
Option D: "Reasonably likely/expected to be inconsistent" with fiduciary duties
Option E: "Reasonably likely/expected violation" of fiduciary duties
Option F: "Required to comply" with fiduciary duties
Option G: "Violation" of fiduciary duties
Option H: More likely than not violate fiduciary duties
Option I: None
Option J: Other specified standard
Merger Agreement: SECTION 6.04    No Solicitation of Transactions:  c.Except as set forth in this Section 6.04(c) or in Section 6.04(d), neither the Company Board nor any committee thereof shall make a Change in the Company Recommendation or approve or recommend, or cause or permit the Company to enter into any letter of intent, or other contract, agreement or obligation with respect to, any Competing Transaction (other than a confidentiality agreement contemplated by subsection (b)(A)(iii) of this Section 6.04). Notwithstanding the foregoing or anything to the contrary contained elsewhere in this Agreement, at any time prior to the time of the Company Stockholders' Meeting, the Company may make a Change in the Company Recommendation and thereafter may terminate this Agreement pursuant to Section 8.01(a)(v) and, concurrently with such termination may enter into a definitive agreement to execute a Superior Proposal, only if: (i) a Superior Proposal is made and such Superior Proposal did not result from a breach by the Company of this Section 6.04; (ii) the Company Board determines, in its good faith judgment after consultation with independent legal counsel (who may be the Company's regularly engaged independent legal counsel), that failure to make a Change in the Company Recommendation in response to such Superior Proposal and terminate this Agreement pursuant to Section 8.01(a)(v) or enter into a definitive agreement to execute a Superior Proposal, would be inconsistent with its fiduciary obligations to the Company and its stockholders under applicable Law, (iii) the Company Board provided written notice to Parent (a “Notice of Superior Proposal”) advising Parent that the Company Board has received a Superior Proposal, specifying the material terms and conditions of such Superior Proposal and identifying the person making such Superior Proposal and indicating that the Company Board intends to make a Change in the Company Recommendation, terminate this Agreement pursuant to Section 8.01(a)(v) or enter into a definitive agreement to execute a Superior Proposal, and, if so, which actions and the manner in which it intends to do so, (iv) if Parent does not, within five business days of Parent's receipt of the Notice of Superior Proposal (the “Response Window”), make an offer or a counteroffer that the Company Board determines, in its good faith judgment (after having received the advice of a financial advisor of internationally recognized reputation) to be at least as favorable to the Company's stockholders as such Superior Proposal (it being understood and agreed that any material amendments to such Superior Proposal, including the financial terms of such Superior Proposal, shall each require the delivery of a new Notice of Superior Proposal and the commencement of a new Response Window, but such Response Window shall be for a period of three business days) and (v) the Company pays the Termination Fee pursuant to Section 8.03 to Parent prior to or concurrently with terminating this Agreement. (https://www.sec.gov/Archives/edgar/data/1131096/000113109613000008/mergeragreement.htm)
Answer: