With no explanation, chose the best option from "A", "B", "C" or "D". carved out four exceptions to the general rule that a corporation that acquires the assets of another is not liable for the selling corporation’s tort and contract obligations. See Schumacher v. Richards Shear Co., Inc., 59 N.Y.2d 239, 244, 464 N.Y.S.2d 437, 451 N.E.2d 195 (1983). Successor liability will be imposed on the surviving entity if “(1) it expressly or impliedly assumed the predecessor’s tort liability, (2) there was a consolidation or merger of seller and purchaser, (3) the purchasing corporation was a mere continuation of the selling corporation, or (4) the transaction is entered into fraudulently to escape such obligations.” Id. at 245, 464 N.Y.S.2d 437, 451 N.E.2d 195; see also Fitzgerald v. Fahnestock & Co., Inc., 286 A.D.2d 573, 575, 730 N.Y.S.2d 70 (1st Dep’t 2001) (<HOLDING>) (citation omitted). “The second and third

A: holding that the de facto merger doctrine is applicable to breachofcontract actions
B: recognizing doctrine
C: holding that the penalty is applicable
D: holding the nafi doctrine applicable to cda cases
A.