The Option Agreement. As an inducement and condition to Grantee's and Merger Sub's willingness to enter into the Merger Agreement, and in consideration thereof, the board of directors of Issuer has approved the grant to Grantee of the Option pursuant to this Agreement; provided, that such grant was expressly conditioned upon, and made of no effect until after, execution and delivery by Issuer, Grantee and Merger Sub of the Merger Agreement.
The Option Agreement. 3 ARTICLE II CONVERSION OF SHARES 2.1 CONVERSION.................................................... 4 2.2
The Option Agreement. The parties acknowledge that Safety Fund and Buyer have entered into that certain Stock Option Agreement dated as of even date herewith (the "Option Agreement") pursuant to which Safety Fund has granted ---------------- to Buyer the right to purchase certain shares of Safety Fund Common Stock (as defined in Section 2.1 hereof) upon terms and conditions specified in the Option Agreement.
The Option Agreement. As an inducement to the willingness of the Acquiror to enter into this Plan, the Company will, immediately after the execution and delivery of this Plan by the parties hereto, enter into a Stock Option Agreement with the Acquiror in the form set forth in Annex 1 (the "Option Agreement"), pursuant to which the Company will grant to the Acquiror an option to purchase authorized but unissued shares of Company Common Stock in an amount equal to 19.9% of the outstanding shares of Company Common Stock upon the terms and conditions therein contained.
The Option Agreement. By means of a private document entered into on December 31st, 2002 (the “Option Agreement”), amended by means of a private document dated March 7, 2003 and by means of a private document dated April 28, 2003, Sylvan International Universities, Inc. and Sellers executed an Option Agreement under which Sylvan International Universities, Inc. was granted, in case of exercising the option provided thereunder, the right to (i) acquire the Business, and (ii) acquire the right to control de University, under the terms and conditions set forth therein. The Option Agreement (and its amendments) is attached as Exhibit 2.06 hereto.
The Option Agreement. The Company shall have delivered to Purchaser the Option Agreement, duly executed by the Company and 550 DMV shall have delivered the Option Agreement (as defined in Section 7(k)), duly executed by 550 DMV.
The Option Agreement. The parties hereto agree that, upon issuance, if ever, 465,106 of the Exchange Shares (the “New Option Shares”) are subject to the Option Agreement as if they were also ATN shares covered thereby, and that Yde, upon the exercise of his option rights under the Option Agreement, will be entitled to receive the New Option Shares for no additional consideration beyond that currently provided in the Option Agreement for the purchase of the ATN shares covered thereby. The remaining provisions of the Option Agreement, as amended, shall remain unaffected by this Agreement and in full force and effect.
The Option Agreement. Simultaneously with the execution of this Agreement, the Parties have executed the Option Agreement attached hereto as Exhibit D.
The Option Agreement. In consideration of the payments pursuant to Section I hereof, the parties to the Option Agreement consent to the consummation of the transactions contemplated hereby and agree to the termination of the Option Agreement immediately prior to the consummation of such transactions. Xxxxxx acknowledges that he has no other rights to acquire shares of the Company's capital stock.
The Option Agreement. (c) The opinions, certificates and other documents contemplated by Section 6.2 hereof.
