Grant of Buyer Options. Within 120 days after the Closing Date, Buyer shall grant, to such employees of ERI as it may designate, options to acquire shares of Buyer Common Stock, which options, as of the grant date or dates, shall have an aggregate value of $4.5 million dollars as determined using the Black-Scholes option valuation formula.

Grant of Buyer Options. In accordance with the terms and conditions of this Agreement and the Distribution Agreement, and in consideration for the Seller Options being granted herein to Seller by Buyer, Seller hereby grants to Buyer: (a) an option to terminate the Distribution Agreement at the exercise price set forth in Section 10.4(b), below (the “Call Option”); and (b) an option to terminate the Distribution Agreement at the exercise price set forth in Section 10.4(b) below in the event of a Meritor Change in Control (the “Meritor Change in Control Option,” and, together with the Call Option, the “Buyer Options,” and, together with the Floating Price Option and the WABCO Change in Control Option, the “Variable Price Options”).

Grant of Buyer Options. Buyer agrees to grant a specified number of options to purchase FM Ordinary Shares (the “Buyer Options”) subject to applicable law, no later than 18 months following the First Closing Date to (i) the employees of the Company who have entered into the Key Company Employee Employment Agreements (defined in Section 7.10) on or prior to the First Closing Date and (ii) to such other employees of the Company as shall be mutually agreed between Buyer and the Company. The Company may determine, in its sole discretion, to allocate the number of the Buyer Options among the employees described in clauses (i) and (ii) above. Buyer shall grant additional Buyer Options to such parties in the event the 2009 Audited Annual Net Income is equal to or greater than US$28,000,000. Section 6.18 Delivery of Audited September 30, 2007 Financial Statements; 2007 Audited Financial Statements, Closing Net Current Assets. (a) The Company shall deliver to Buyer the Unaudited Financial Statements on or prior to the date of this Agreement, (b) the Company shall deliver to Buyer the Audited September 30, 2007 Financial Statements no later than two (2) business days prior to the First Closing Date, which financial statements the Company does not reasonably expect to be materially different in substance from the Unaudited Financial Statements, and (c) the Company shall deliver the 2007 Audited Financial Statements to Buyer as soon as practicable after December 31, 2007, and in no event later than April 30, 2008. To the extent that Closing Net Current Assets as reflected on the 2007 Audited Financial Statements, minus the amount of any Permitted Dividends paid prior to June 30, 2008, is less than zero, Buyer shall be entitled to reduce the Second Installment Consideration on a dollar-for-dollar basis by the amount of such deficit, plus interest on such amount from the First Closing Date through the date of payment of the Second Installment Consideration (based on the average three-month Hong Kong Interbank Offered Rate quoted by the Hong Kong and Shanghai Banking Corporation during such period).

Related to Grant of Buyer Options

Grant of Options Pursuant to, and subject to, the terms and conditions set forth herein and in the Plan, the Company hereby grants to the Participant a NON-QUALIFIED STOCK OPTION (the “Option”) with respect to ___________ shares of Common Stock of the Company.
Title to Purchased Shares The Purchased Shares are owned by the Vendors as the registered and beneficial owner thereof with good and marketable title, free and clear of all Encumbrances.
Grant of Company Reacquisition Right Except to the extent otherwise provided by the Superseding Agreement, if any, in the event that the Participant’s Service terminates for any reason or no reason, with or without cause, the Participant shall forfeit and the Company shall automatically reacquire all Units which are not, as of the time of such termination, Vested Units (“Unvested Units”), and the Participant shall not be entitled to any payment therefor (the “Company Reacquisition Right”).
Options, Warrants, Reserved Shares Except for (i) the warrant issued to Value Partners Greater China High Yield Income Fund in March 2019, (ii) any A Shares (and options and warrants therefor) reserved for issuance to the employees, directors, and consultants of the Group Companies pursuant to any equity incentive plan that may be adopted from time to time by the Company, (iii) as provided in the Restated Articles, and (iv) any A Shares to be issued to certain potential investors for this financing round on or around April 30, 2019, including the transactions contemplated herein, there are no options, warrants, conversion privileges, agreements, or rights of any kind with respect to the issuance or purchase of the Purchased Shares or any other securities of the Company. Apart from any exceptions noted in the Restated Articles, no outstanding shares (including the Purchased Shares), or shares issuable upon exercise or exchange of any outstanding options, warrants, or other shares issuable by the Company, are subject to any preemptive rights, rights of first refusal, or other rights of any kind to purchase such shares (whether in favor of the Company or any other person).
The Optional Shares; Option Closing Date In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of [•] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares. The option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the option and (ii) the time, date and place at which the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representatives and shall not be earlier than two or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Treatment of Expired Options and Unexercised Convertible Securities If, in any case, the total number of shares of Common Stock issuable upon exercise of any Option or upon conversion or exchange of any Convertible Securities is not, in fact, issued and the rights to exercise such Option or to convert or exchange such Convertible Securities shall have expired or terminated, the Exercise Price then in effect will be readjusted to the Exercise Price which would have been in effect at the time of such expiration or termination had such Option or Convertible Securities, to the extent outstanding immediately prior to such expiration or termination (other than in respect of the actual number of shares of Common Stock issued upon exercise or conversion thereof), never been issued.
Purchased Shares Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1(c)), all of the Shares.
Grant of Stock Options This non-qualified Stock Option is granted under and pursuant to the Plan and is subject to each and all of the provisions thereof.
Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.
Sale and Transfer of Shares Closing Subject to the terms and conditions of this Agreement, at the Closing, the following will occur: i. the Company will sell and transfer the Purchase Shares to GSAI and the Shareholders; ii. Bristlecone will deliver 4,500,000 common shares to the Company which shall be cancelled and returned to the treasury of the Company; iii Xxxxxxxxx will deliver 3,500,000 common shares to the Company which shall be cancelled and returned to the treasury of the Company; iv. GSAI will transfer 100% of the outstanding shares of ARCIS (the “ARCIS Shares”) to the Company. v. the Shareholders will transfer 100% of the outstanding shares of GCED (the “GCED Shares”) to the Company; vi. the Company shall deliver the 13,200,000 Purchase Shares issued in the amounts and to the persons set forth in Exhibit C hereto; vii. the Officers and Directors of the Company shall appoint the directors designated by GSAI and resign; and the newly appointed Directors of the Company who shall serve until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Charter and the By-Laws, shall appoint the new officers of the Company.

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