TERM AND EXERCISABILITY. The Option is exercisable with respect to all of the Option Shares at any time prior to the "Termination Date", which shall be the first to occur of: (a) the Effective Time of the Merger or the date upon which any other merger, share exchange, consolidation, recapitalization, significant asset sale or similar business combination of Summit is consummated; (b) the date upon which the Merger Agreement is terminated in accordance with either Section 8(a)(i), 8(a)(ii)(A), 8(a)(ii)(B) or 8(a)(ii)(C) thereof, provided, however, that if the Merger Agreement is terminated pursuant to Section 8(a)(ii)(A) following the commencement, public proposal, public disclosure or communication of an Acquisition Proposal (as defined in the Merger Agreement) to the Company (or the public disclosure or communication to the Company of the willingness of any Person to make an Acquisition Proposal), then clause (c) of this Section 2.2, rather than this clause (b), shall apply; or (c) if an Acquisition Proposal (as defined in the Merger Agreement) is commenced on or before December 31, 1998, at the close of business on December 31, 1999. The Option shall, to the extent not theretofore exercised, expire and become void at 5:00 p.m. (Boston time) on the Termination Date.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Summit Holding Southeast Inc), Option Agreement (Liberty Mutual Insurance Co), Option Agreement (Liberty Mutual Insurance Co)
