Call Option Agreement. The Investor hereby acknowledges that the Call Option Agreement constitutes the lawfully effective and binding obligation and may be enforced against the Investor in accordance with the terms and conditions of the Option Agreement, and the Call Option transferred to the Company is free from any encumbrance. Such transfer is not required to obtain the approval of any third party.
Call Option Agreement. As a condition precedent to the issuance by the Company of certificates evidencing the ownership of the Restricted Shares, the Restricted Shareholder must have executed a Call Option Agreement substantially in the form of Exhibit 1 attached hereto and incorporated herein by reference prior to the date of issuance of such certificate. Notwithstanding anything to the contrary, if the Restricted Shareholder has not executed such Call Option Agreement for any reason, any grant of such Restricted Shares will be null and void and of no force or effect, ab initio. In such event, the Company will promptly return to the Restricted Shareholder any purchase price paid by the Restricted Shareholder upon such grant.
Call Option Agreement. The call option agreement is a legally-binding agreement between two parties, the buyer/nominee and the Seller Company, governing the terms of a call option. The buyer/nominee of the call option has the right (but not the obligation) to buy an agreed quantity of a particular commodity or security, for example shares in a company, from the Seller Company of the option within a certain time frame, for a certain price. The Seller Company is obligated to sell the predefined commodities or securities should the buyer/nominee decide to exercise the call option.
Call Option Agreement. The Board announces that on 17 August 2021, the Company, the Grantor (a wholly-owned subsidiary of the Company) and the BVI Target (a wholly-owned subsidiary of the Company) have entered into the Call Option Agreement with the Optionholder, pursuant to which, the Grantor has granted to the Optionholder the right to purchase from the Grantor, and to require the Grantor to sell, all the Option Shares at the Exercise Price at any time during the Exercise Period by giving the Exercise Notice. The summary of the principal terms of the Call Option Agreement is set forth below: Date: 17 August 2021
Call Option Agreement. The Controlling Shareholder and his Affiliate Qidong City Huahong Electronics Co. Ltd. (CHINESE CHARACTERS) ("HUAHONG") shall have entered into a Call Option Agreement, a form of which is attached hereto as Exhibit K, for the benefit of the Investors, pursuant to which the Investors shall have the right to acquire Huahong's equity interest in Jiangsu Linyang Electronics Co., Ltd. (CHINESE CHARACTERS), a limited liability company organized under the laws of the PRC ("LINYANG ELECTRONICS"), in the event that the Company fails to perform its redemption obligations with respect to the Series A Convertible Preference Shares held by the Investors as set forth in the Articles of Incorporation, and shall have obtained all consents, including without limitation consents by shareholders of Linyang Electronics, and governmental approvals and registration necessary or required for such option agreement. To the extent that the Company's obligation to redeem the Series A Convertible Preference Shares held by the Investors are satisfied through the Investors' exercise of their rights under the Call Option Agreement, the Company shall be relieved of such obligation.
Call Option Agreement. As a condition precedent to the issuance by the Company of certificates evidencing the ownership of Shares after the exercise of an Option, the Optionee must have executed a Call Option Agreement substantially in the form of Exhibit C attached hereto and incorporated herein by reference prior to the date of issuance of such a certificate upon the first exercise of such Option. Notwithstanding anything to the contrary, if the Optionee has not executed such Call Option Agreement for any reason, any exercise of such Option will be null and void and of no force or effect, ab initio, and the Optionee shall not be entitled to the issuance of Shares pursuant thereto. In such event, the Company will promptly return to the Optionee the Option Price paid by the Optionee upon such exercise.
Call Option Agreement. This Agreement shall be deemed as exercise of the call option set forth in the Call Option Agreement, subject to the terms of this Agreement, and upon consummation of the Closing, the Call Option Agreement shall terminate and shall no longer be valid. In any event of inconsistency between the terms hereof and the terms of the Call Option Agreement, the terms hereof shall prevail.
Call Option Agreement. Each of the general partners and each of the limited partners of the Company shall have executed and delivered to the Purchaser a call option agreement in the form of Exhibit C hereto.
Call Option Agreement. (a) NHP may at any time on or after January 1, 2000, elect to require PRC to transfer its Membership Interests to NHP or its designee, subject to and in accordance with the terms of this Section 11.4 (the CALL OPTION). Promptly upon receipt of written notice from NHP (the NOTICE) of its option to exercise the Call Option (and in no event later than fifteen (15) days after receipt of such notice), PRC shall engage an appraiser at PRC's sole expense, to value PRC's current Membership Interests (the PRC APPRAISER). The PRC Appraiser shall be instructed in writing that in making a determination of the value of PRC's Membership Interests, the PRC Appraiser may, in the PRC Appraiser's commercially reasonable discretion, take into consideration: (i) all then- current non-NHP related third party business then being performed by the Company in the "New York Trade Area" (as such term is defined in that certain Non- Compete Agreement of even date herewith by and between the Members, (the NON- COMPETE AGREEMENT)), and in any "MSA" (as such term is defined in the Non- Compete Agreement), other than the New York Trade Area, where in any such MSA the Company has established and is currently operating an office prior to the date of the exercise of this Call Option and generated in excess of $500,000 in Distributions to NHP (or an NHP Affiliate) in the preceding fiscal year or generated in excess of $250,000 in Distributions to NHP (or an NHP Affiliate) in the preceding fiscal year and reasonably expects in the current or the coming fiscal year to generate in excess of $500,000 in Distributions to NHP (ELIGIBLE MSA), plus commercially reasonable projected growth in non-NHP third party business then being performed by the Company in the New York Trade Area and each Eligible MSA; (ii) the Company's then-current business from NHP owned or controlled properties in the New York Trade Area and each Eligible MSA, such properties' then existing capital budgets, and the bidding procedures set forth in Article XVIII, but without taking into consideration any projected growth in the number of such properties, all on a going concern basis (the APPRAISED VALUE). In the event that NHP disagrees with the PRC Appraiser's Appraised Value, then NHP may hire a second appraiser, at NHP's sole expense (the NHP APPRAISER), to determine an Appraised Value which appraiser shall be given the same instructions outlined above for the PRC appointed Appraiser. In the event that the PRC Appraiser and t...
Call Option Agreement. None of (1) the negotiation and entry into the Call Option Agreements or (2) any transaction contemplated thereunder shall constitute a breach of this Agreement. If General Mills purchases Common Stock pursuant to the Call Option Agreements pxxxx to September 22, 2005 (such Common Stock, the "Purchased Option Stock"), the Shareholder Group may at any time and from time to time prior to September 22, 2005, elect in its discretion to have the Purchased Option Stock included in or not included in its holdings of Common Stock for purposes of Section 4.2 and Article V.
