Common use of Dissolution Liquidation Merger Clause in Contracts

Dissolution Liquidation Merger. In the event of a dissolution or liquidation of the Company, a merger in which the Company is not the surviving corporation, or a sale of over 80% of the assets of the Company, the Board, in its absolute discretion, may cancel each outstanding Option upon payment in cash to the Optionee of the amount by which any cash and the fair market value of any other property which the Optionee would have received as consideration for the shares of Stock covered by the Option if the Option had been exercised before such liquidation, dissolution, merger, or sale exceeds the exercise price of the Option. In addition to the foregoing, in the event of a merger in which the Company is not the surviving corporation, the Board, in its absolute discretion, may accelerate the time within which each outstanding Option may be exercised.