Buyer Option. The Buyer may create a shortlist by asking all Suppliers who meet the essential criteria any qualitative questions relating to the brief.
Buyer Option. The Kohl's lease provides that Kohl's may expand its Building and build onto the Expansion Space. In the event Kohl's were to exercise its option and build on the Expansion Space, the Kohl's Tract would not contain enough additional parking spaces (the shortfall) to satisfy the parking ratio requirements under the OEA which contains enough parking spaces to make up the shortfall. Accordingly in the event Kohl's exercises its right to expand into the Expansion Space Seller (or its successor in interest) agrees to sell Parcel X as set forth on Exhibit _____ for One Hundred Twenty Five Thousand Dollars $125,000.00 ("the Option Land"). At closing the parties shall enter into an Option Agreement and record notice of Option Agreement against Parcel X.
Buyer Option. From and after the Effective Date and prior to the Phase 2 Cultivation Date, Buyer shall have the right, but not the obligation, to purchase up to 80% of the total quantity of non-Exclusive Strains produced by Seller, and 100% of the total quantity of Exclusive Strains Produced by Seller. For clarification, Buyer shall only have the right, but not the obligation, to purchase an aggregate total quantity of 80% of all strains (inclusive of Exclusive Stains and non-Exclusive Strains) produced by Seller prior to the Phase 2 Cultivation Date. As of the Phase 2 Cultivation Date, (i) subject to any adjustments as contemplated in Section 2.05, Buyer shall have the right, but not the obligation, to purchase up to the entire Buyer Option Amount over the course of the Stub Year and each applicable calendar year during the Term, and (ii) Buyer shall have the right to purchase 70% of the Actual Production in each calendar month. Seller acknowledges and agrees that Buyer may, in its sole discretion, designate any Buyer Party as the purchaser of any Products that Buyer is entitled to purchase from Seller hereunder. Any purchases by a Buyer Party from Seller shall be aggregated, and considered collectively, with any purchases of Buyer for purposes of determining whether Buyer has met its purchase obligations set out in Section 2.06. For clarification, this Section 2.03 provides Buyer with the right, but not the obligation, to purchase the Buyer Option Amount (subject to Section 2.05) with respect to all grades per Product.
Buyer Option. By Buyer upon written notice to Seller, given at any time after December 31, 2005, if the Closing has not occurred by December 31, 2005 other than as a result of a default by Buyer in the performance of its obligations hereunder.
Buyer Option. Up to and including the 90th calendar day following the Closing Date (the “Option Expiration Date”), Buyer shall have the option to purchase from Sellers, on a pro rata basis, for an aggregate of $1,000,000 in cash, the number of shares of Buyer Common Stock equal to the quotient of $1,000,000 divided by the closing price of the Buyer’s common stock on the trading day immediately preceding the date of this Agreement. If Buyer makes such election, then each Seller shall provide a certificate certifying that all representations and warranties of the Company and the Sellers in this Agreement shall be true and complete in all material respects, disregarding for this purpose any qualification or exception for, or reference to, materiality or Material Adverse Effect in any such representation or warranty, at and as of the Option Expiration Date, as though such representations and warranties were made at and as of such time, except for representations and warranties that speak as of a specific date or time, which need only be true and correct as of such date and time, and Buyer shall deliver the requisite consideration in immediately available funds to the Sellers within five (5) days of exercising such option and delivery of such certifications by the Sellers. In addition, all closing conditions set forth in Section 8.2 (except for Section 8.2(f)) which apply to the Closing, shall also be applicable to the closing of the option set forth in this Section 2.3.
Buyer Option. Buyer shall have a one (1) month period following the Closing Date in which to conduct additional due diligence regarding the Company and Business ("Due Diligence Period"). If, during the Due Diligence Period, Buyer discovers a Material misrepresentation that is not cured within twenty (20) days from the date in which Buyer notifies Selling Member of same, Buyer shall have the irrevocable and unconditional right to revert the Membership Interest to the Selling Member as if the Membership Interest had not been transferred to Buyer ("Buyer Option"
Buyer Option. Subject to the terms and conditions set forth herein and in the Stock Purchase Agreement, Seller hereby grants to Buyer an option (the “Buyer Option”) to purchase from Seller Three Thousand (3,000) shares of the Company’s common stock, no par value (the “Common Stock”) or such lesser number of shares of Common Stock as Seller may then own as a result of any claim paid to Buyer from the Seller Stock Escrow Fund as set forth in the Escrow Agreement of even date herewith among Buyer, Seller and the Escrow Agent (the “Escrow Agreement”) and the Stock Purchase Agreement (the “Option Shares”), regardless if the Option Shares are held by Seller or in escrow under the terms of the Stock Purchase Agreement and the Escrow Agreement. The aggregate purchase price for the Option Shares shall be equal to the number of shares of Buyer’s common stock, par value $0.01 per share (“Buyer Common Stock”) having an aggregate value equal to $7,000,000.00 (the “Option Purchase Price”) rounded down to the nearest whole share, based upon a $2.60 per share price (the “Buyer Common Stock Price”) of Buyer’s common stock, $.10 par value (the “Buyer Common Stock”).
Buyer Option. (a) ASC hereby grants to Buyer the option (the “Call Option”) to buy from ASC the Retained Interest. The Call Option may be exercised, in Buyer’s sole discretion, by delivering to ASC at any time during the Call Period written notice of Buyer’s election to buy the Retained Interest. If Buyer fails to timely deliver to ASC such written notice, Buyer’s rights under this Section 2.1 shall, upon the expiration of the Call Period, automatically terminate for all purposes. If Buyer timely exercises its Call Option, then, unless ASC objects in writing to the Purchase Price as not reflective of the Fair Market Value of the Retained Interest within 10 Business Days of ASC’s receipt of the applicable written notice from Buyer, the Parties shall proceed to the Second Closing. Once exercised, the Call Option may only be revoked as expressly contemplated by Section 2.1(b).
(b) If ASC objects in writing to the Purchase Price as not reflective of the Fair Market Value of the Retained Interest within 10 Business Days of ASC’s receipt of the applicable written notice from Buyer, then (i) the Parties shall engage [ ] (the “Independent Appraiser”) and instruct the Independent Appraiser to render within thirty (30) days a determination of the Fair Market Value of the Retained Interest (as determined by the Independent Appraiser pursuant to this Section 2.1, the “Call FMV Price”) and (ii) ASC and Buyer shall each bear one-half of the fees of the Independent Appraiser in connection therewith. If the Call FMV Price is lower than the Purchase Price, then the Parties shall proceed to the Second Closing and the “Purchase Price” shall continue to be as defined in Section 3.1. If the Call FMV Price is higher than the Purchase Price, then Buyer shall, by delivery of written notice to ASC not later than five (5) Business Days after the Parties have received notice of the Independent Appraiser’s determination of the Call FMV Price, elect to (i) purchase the Retained Interest and the Parties shall proceed to the Second Closing; provided, that, notwithstanding anything herein to the contrary, where Buyer so elects to proceed with the Second Closing, the “Purchase Price” shall thereupon be deemed to be equal to the Call FMV Price, or (ii) revoke its Call Option. If Buyer does not make either election within such five (5) Business Day-period, Buyer shall be deemed to have revoked its Call Option. Upon any revocation by Buyer of its Call Option, Buyer’s rights under this Section 2.1 shall au...
Buyer Option. NEW ADDITIONAL REFRIGERATOR, WET BAR REFRIGERATOR OR BUILT-IN WINE COOLER (PURCHASE UP TO TWO): EXCLUDED: • Refrigerators with more than one compressor. Multi-media center, racks, shelves, doors, glides, slides, glass interior thermal shells, food spoilage, ice-makers and freezers which are not an integral part of the refrigerator. DOLLAR LIMITS PER SERVICE AGREEMENT: • Cost to diagnose, repair and/replace - $500. Buyer Option ENHANCED HVAC: EXCLUDED: • Water towers, humidifiers, chillers, pre-coolers. Geothermal underground piping, well pumps (and their components). Roof jacks, filters, all components of zone controlled and energy management systems. Free standing units and any type of gas units. Collapsed ductwork. DOLLAR LIMITS PER SERVICE AGREEMENT: • The Enhanced HVAC Option - $1,000. Buyer Option FRESHWATER SWIMMING POOL/SPA EqUIPMENT: EXCLUDED: • Pool sweeps, skimmers, lights, jets, liners, concrete-encased, underground electrical, plumbing or gas lines, cleaning equipment, structural defects, solar equipment, chlorinators, sanitizing system and energy management systems. Water chemistry control equipment and materials, disposable filtration media, heat pump, valve actuator motor, remote control panels and switches. Saltwater circuit board and saltwater cell, unless option purchased. DOLLAR LIMITS PER SERVICE AGREEMENT: • Cost to diagnose, repair and/or replace - $1,000. Buyer Option NEW SALTWATER SWIMMING POOL/SPA EqUIPMENT: EXCLUDED: • All items listed as excluded for Swimming Pool/Spa Equipment as well as salt, panel box, remote controls and dials. DOLLAR LIMITS PER SERVICE AGREEMENT: • Cost to diagnose, repair and/or replace - $1,000. Buyer Option SEPTIC SYSTEM: EXCLUDED: • Lift stations, tile fields and xxxxx beds, insufficient capacity, ground-level clean out, pumping, grinder pumps. Coverage begins 30 days from date of closing. DOLLAR LIMITS PER SERVICE AGREEMENT: • Cost to diagnose, repair and/or replace - $500. Buyer Option WATER SOFTENER: EXCLUDED: • Conditions of insufficient or excessive water, water filters, water purification systems and water softening media. WATER WELL MECHANICAL: Buyer Option EXCLUDED: • Well casing, pressure tank, piping or electrical lines leading to or connecting pressure tank and primary dwelling, holding or storage tanks and re-drilling of well, system/parts utilized for lawn sprinkler systems. Coverage begins 30 days from date of closing. DOLLAR LIMITS PER SERVICE AGREEMENT: • Cost to diagnose, repair and/or r...
Buyer Option. 1 Section 1.2
