Option for Option Territory Sample Clauses

Option for Option Territory. At any time prior to , ZENAYAKU shall have the right to expand the ZENYAKU Territory to include the countries of the Option Territory (the “ZENYAKU Option”) by providing ANTHERA with a notice (the “Option Notice”), and subject to the Ownership Cap and the other terms and conditions set forth in the Stock Purchase Agreement, ZENYAKU shall purchase from ANTHERA and ANTHERA shall sell to ZENYAKU an aggregate of $4,000,000 of Shares, at the price per Share set forth on Exhibit A of the Stock Purchase Agreement, provided, however, that if the number of such Shares that ZENYAKU may purchase is limited by the Ownership Cap, ZENYAKU shall have no further obligation to purchase any Shares pursuant to this Section 2.2 and the ZENYAKU Territory shall still be expanded to include the Option Territory in that case. The closing for such purchase of Shares shall take place remotely via the exchange of documents and signatures at 4:00 p.m. (Pacific Time) on the date stated in the Option Notice, which date shall be no less than 5 days nor more than 30 days following the date that the Option Notice is delivered to ANTHERA or such later time as ANTHERA and ZENYAKU may mutually agree. Upon closing of such purchase of Shares in accordance with the Stock Purchase Agreement, the ZENYAKU Territory shall be deemed to include the Option Territory. If ZENYAKU fails to provide Option Notice to exercise such option by May 31, 2016 pursuant to the Stock Purchase Agreement, its rights under this Section 2.2 shall lapse and the Option Territory shall remain as part of ANTHERA’s Territory. If ZENYAKU fails to complete such purchase of Shares pursuant to the Stock Purchase Agreement, then its rights under this Section 2.2 shall lapse and the Option Territory shall remain as part of ANTHERA’s Territory. Notwithstanding the foregoing, this Section 2.2 shall lapse and have no effect in the event that (a) this Agreement is assigned to a Third Party in connection with the transfer or sale of all or substantially all of the business of ANTHERA, whether by merger, sale of stock, sale of assets or otherwise, in a bona fides transaction in which there is a change “control” of ANTHERA (as “control” is described in the definition of “Affiliate”) and, to avoid doubt, no class nor combination of classes of shareholders of ANTHERA from prior to the transaction has “control” of the surviving entity (this is defined as an “Industry Transaction” of ANTHERA; an “Industry Transaction” of ZENYAKU shall have a...