BOND PURCHASE OPTION AGREEMENT
THIS BOND PURCHASE OPTION AGREEMENT (the "Agreement") is made and entered
into by and between Explorations Group, Inc., a Delaware corporation (the
"Issuer"), and The Yankee Companies, LLC., a Florida limited liability company
(hereinafter referred to variously as the "Holder" or "Yankees").
PREAMBLE:
WHEREAS, the Issuer and Yankees entered into a certain revolving loan
agreement heretofore filed by the Issuer with the United States Securities and
Exchange Commission (the "Commission") as an exhibit to the Issuer's
registration statement of Form 10-SB (hereinafter referred to as the "Revolving
Loan Agreement"), pursuant to which Yankees is entitled to purchase an aggregate
of $50,000 in the Issuer's Class A, Series A, Convertible Bonds, a form of which
has been heretofore filed by the Issuer with the Commission as an exhibit to the
Issuer's registration statement of Form 10-SB (hereinafter referred to as the
"Bonds"), such right being reflected in certificated instruments and, at
Yankees' option, subdivisions thereof (the "Bond Purchase Options"), upon and
subject to the terms and conditions of the Revolving Loan Agreement:
NOW, THEREFORE, in consideration of the premises, the payment by the Holder
to or for the benefit of the Issuer of FIVE ($5.00) DOLLARS, the agreements
herein set forth and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
WITNESSETH:
1. Grant
The Holder is hereby granted the right to purchase, at any time from
April 9, 2002, until the later of April 9, 2004 or the date the
Revolving Loan Agreement is terminated, $50,000 in principal of the
Bonds.
2. Bond Purchase Option Certificates.
The bond purchase option certificates (the"Bond Purchase Option
Certificates") delivered and to be delivered pursuant to this Agreement
shall be in the form set forth in Exhibit A attached hereto and made a
part hereof, with such appropriate insertions, deletions,
substitutions, and other variations as required or permitted by this
Agreement.
3. Exercise of Bond Purchase Option.
(a) The Bond Purchase Options initially are exercisable at an aggregate
exercise price of $50,000 payable by certified or official bank check
in New York Clearing House funds.
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This form of instrument is the exclusive property of the Yankee Companies,
LLC., a Florida limited liability company, and has been licensed for use by the
Parties (as defined herein) solely for use in this transaction. No one is
permitted to use this form or any derivations thereof without the prior written
permission of the Yankee Companies, LLC., subject to such terms and conditions,
including the payment of royalties or other fees, as the Yankee Companies, LLC.
may elect to impose on a transaction by transaction basis.
(b) Upon surrender of a Bond Purchase Option Certificate with its exercise
provisions duly executed, together with payment of the Exercise Price (as
hereinafter defined) for the Bonds purchased, at the Issuer's principal offices,
as reflected in the records of the Commission maintained on its XXXXX Internet
site, the registered holder of a Bond Purchase Option Certificate ("Holder" or
"Holders') shall be entitled to receive a certificate or certificates for the
Bonds so purchased.
(c) The purchase rights represented by each Bond Purchase Option Certificate are
exercisable at the option of the Holder thereof, in whole or in part.
(d) In the case of the purchase of less than all the Bonds purchasable under any
Bond Purchase Option Certificate, the Issuer shall cancel said Bond Purchase
Option Certificate upon the surrender thereof and shall execute and deliver a
new Bond Purchase Option Certificate of like tenor for the balance of the Bonds.
4. Issuance of Certificates.
(a) Upon the exercise of the Bond Purchase Option, the issuance of Bond Purchase
Option Certificate or other securities, properties or rights underlying such
Bond Purchase Options shall be made forthwith and in any event such issuance
shall be made within five (5) business days thereafter, without charge to the
Holder thereof, including, without limitations any tax which may be payable in
respect of the issuance thereof and such certificates shall (subject to the
provisions of Section 5) be issued in the name of, or in such names as may be
directed by, the Holder thereof; provided, however, that the Issuer shall not be
required to pay any tax which may be payable in respect of any transfer involved
in the issuance and delivery of any such certificates in a name other than that
of the Holder, and the Issuer shall not be required to issue or deliver such
certificates unless or until the person or persons requesting the issuance
thereof shall have paid to the Issuer the amount of such tax or shall have
established to the satisfaction of the Issuer that such tax has been paid.
(b) The Bond Purchase Option Certificates and the certificates representing the
Bonds (and/or other securities, property or rights issuable upon exercise of the
Bond Purchase Options) shall be executed on behalf of the Issuer by the manual
or facsimile signature of the then present Chairman or Vice Chairman of the
Board of Directors or President or Vice President of the Issuer under its
corporate seal reproduced thereon, attested to by the manual or facsimile
signature of the then present Secretary or Assistant Secretary of the Issuer.
(c) Bond Purchase Option Certificates shall be dated the date of execution by
the Issuer upon initial issuance, division, exchange, substitution or transfer.
5. Restriction On Transfer of Bond Purchase Options.
(a) The Holder of a Bond Purchase Option Certificate, by its acceptance thereof,
covenants and agrees that the Bond Purchase Options are being acquired as an
investment and not with a view to the distribution thereof.
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(b) Notwithstanding the foregoing, the Bond Purchase Options are fully
transferable if the transfer is effected in compliance with applicable
securities and corporate laws and in accordance with the Uniform
Commercial Code, as adopted in the State of Delaware.
6. Registration Rights.
ss.6.1 Registration Under the Securities Act of 1933.
(a) The Bond Purchase Options and the Bonds issuable upon exercise of the
Bond Purchase Options and any of the other securities issuable upon
exercise of the Bond Purchase Options have not been registered under
the Securities Act of 1933, as amended (the "Securities Act") for
public resale.
(b) Upon exercise, in part or in whole, of the Bond Purchase
Options, certificates representing the Bond and any other
securities issuable upon exercise of the Bond Purchase
Options (collectively, the"Bond Purchase Option Securities")
shall bear the following legend: "The securities represented
by this certificate have not been registered under the
Securities Act of 1933, as amended ("Act') for public
resale, and may not be offered or sold except pursuant to
(i) an effective registration statement under the Securities
Act, (ii) to the extent applicable, Rule 144 under the
Securities Act (or any similar rule under such Act relating
to the disposition of securities), or (iii) an opinion of
counsel, if such opinion shall be reasonably satisfactory to
counsel to the issuer, that an exemption from registration
under such Act is available, including the exemption
referred to as the 4(1)1/2 exemption."
ss.6.2 Piggyback Registration.
(a) If, at any time during the five year period commencing after the
original date hereof, the Issuer proposes to register any of its
securities under the Securities Act (other than in connection with a
merger or pursuant to Form X-0, X-0 or comparable registration
statement) it will give written notice by registered mail, at least
thirty days prior to the filing of each registration statement, to
Yankees and to all other Holders of the Bond Purchase Options, the
Bonds and/or the Bond Purchase Option Securities of its intention to do
so.
(b) If Yankees or other Holders of the Bond Purchase Options, Bonds and/or
Bond Purchase Option Securities notify the Issuer within twenty (20)
days after receipt of any such notice of its or their desire to include
any such securities in such proposed registration statement, the Issuer
shall afford Yankees and such Holders of the Bond Purchase Options,
Bonds and/or Bond Purchase Option Securities the opportunity to have
any such Bond Purchase Options, Bonds and/or Bond Purchase Option
Securities registered under such registration statement.
ss.6.3 Demand Registration.
(a) At any time during the term of this Bond Purchase Option Agreement, the
Holders of the Bond Purchase Options, Bonds and/or Bond Purchase Option
Securities representing a "Majority" (as hereinafter defined) of such
securities (assuming the exercise of all of the Bond Purchase Options)
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shall have the right (which right is in addition to the registration rights
under Section 6.2 hereof), exercisable by written notice to the Issuer, to have
the Issuer prepare and file with the Commission, on one occasion, a registration
statement and such other documents, including a prospectus, as may be necessary
in the opinion of both counsel for the Issuer and counsel for Yankees and
Holders, in order to comply with the provisions of the Securities Act, so as to
permit a public offering and sale of their respective Bond Purchase Option
Securities for nine consecutive months by such Holders and any other Holders of
the Bond Purchase Options, Bonds and/or Bond Purchase Option Securities who
notify the Issuer within ten days after receiving notice from the Issuer of such
request.
(b) The Issuer covenants and agrees to give written notice of any
registration request under this Section 6.3 by any Holder or Holders to
all other registered Holders of the Bond Purchase Options, Bonds and
the Bond Purchase Option Securities within ten days from the date of
the receipt of any such registration request.
ss.6.4 Covenants of the Issuer, With Respect to Registration.
In connection with any registration under Section 6.2 or 6.3 hereof,
the Issuer covenants and agrees as follows:
(a) The Issuer shall use its best efforts to file a registration statement
within sixty (60) days of receipt of any demand therefor, shall use its
best efforts to have any registration statements declared effective at
the earliest possible time, and shall furnish the Holder desiring to
sell Bond Purchase Option Securities such number of prospectuses as
shall reasonably be requested.
(b) The Issuer shall pay all costs (excluding any underwriting or selling
commissions or over charges of any broker-dealer acting on behalf of
Holders), fees and expenses in connection with all registration
statements filed pursuant to Sections 6.2 and 6.3(a) hereof including,
without limitation, the Issuer's legal and accounting fees, printing
expenses, blue sky fees and expenses.
(c) If the Issuer shall fail to comply with the provisions of Section
6.4(a), the Issuer shall, in addition to any other equitable or other
relief available to the Holder(s), be liable for any or all damages due
to loss of profit sustained by the Holder(s) requesting registration of
its Bond Purchase Option Securities.
(d) The Issuer will take all necessary action which may be required in
qualifying or registering the Bond Purchase Option Securities included
in a registration statement for offering and sale under the securities
or blue sky laws of the state requested by the Holder.
(e) The Issuer shall indemnify the Holder(s) of the Bond Purchase Option
Securities to be sold pursuant to any registration statement and each
person, if any, who controls such Holder within the meaning of Section
15 of the Securities Act or Section 20(a) of the Securities Exchange
Act of 1934, as amended ("Exchange Act"), against all loss, claim,
damage, expense or liability (including all expenses reasonably
incurred in investigating, preparing or defending against any claim
whatsoever) to which any of them may become subject under the
Securities Act, The Exchange Act or otherwise,
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arising from such registration statement.
(f) Nothing contained in this Agreement shall be construed as requiring the
Holder(s) to exercise their Bond Purchase Options prior to the initial filing of
any registration statement or the effectiveness thereof.
(g) Reserved.
(h) The Issuer shall furnish to each Holder participating in the offering, and
to each underwriter, if any, a signed counterpart, addressed to such Holder or
underwriter, of (i) an opinion of counsel to the Issuer, dated the effective
date of such registration statement (and, if such registration includes an
underwritten public offering, an opinion dated the date of the closing under the
underwriting agreement), and (ii) a "cold comfort" letter dated the effective
date of such registration statement (and, if such registration includes an
underwritten public offering, a letter dated the date of the closing under the
underwriting agreement) signed by the independent public accountants who have
issued a report on the Issuer's financial statements included in such
registration statement, in each case covering substantially the same matters
with respect to such registration statement (and the prospectus included
therein) and, in the case of such accountants' letter, with respect to events
subsequent to the date of such financial statements, are as customarily covered
in opinions of issuer's counsel and in accountants' letters delivered to
underwriters in underwritten public offering of securities.
(i) The Issuer shall as soon as practicable after the effective date of the
registration statement, and in any event within 15 months thereafter, make
"generally available to its security holders" (within the meaning of Rule 158
under the Securities Act) an earnings statement (which need not be audited)
complying with Section 11(a) of the Securities Act and covering a period of at
least 12 consecutive months beginning after the effective date of the
registration agreement.
(j) (1) The Issuer shall deliver promptly to each Holder participating in
the offering requesting the correspondence and memoranda
described below and to the managing underwriter, copies of all
correspondence between the Commission and the Issuer, its counsel
or auditors and all memoranda relating to discussions with the
Commission or its staff with respect to the registration
statement and permit the Holder and underwriter to do such
investigation, upon reasonable advance notice, with respect to
information contained in or omitted from the registration
statement as it deems reasonably necessary to comply with
applicable securities laws or rules of the National Association
of Securities Dealers, Inc. ("NASD").
(2) Such investigation shall include access to books, records and
properties, and opportunities to discuss the business of the
Issuer with its officers and independent auditors, all to such
reasonable extent and at such reasonable times and as often as
any such Holder shall reasonably request as it deems necessary to
comply with applicable securities laws or NASD rules.
(k) In addition to the Bond Purchase Options, Bonds and Bond Purchase Option
Securities, upon the
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written request of any Holder(s) the Issuer shall include in the
registration statement any other securities of the Issuer held by
such Holder(s) as of the date of filing of such registration
statement, including without limitation, restricted securities,
options, warrants or any other securities convertible into
securities with an existing public trading market.
(l) For purposes of this Agreement, the term "Majority" in reference to the
Holders of Bond Purchase Options or Bond Purchase Option Securities shall
mean in excess of fifty percent of the then outstanding Bond Purchase
Options or Bond Purchase Option Securities that:
(1) Are not held by the Issuer, an affiliate (for purposes hereof the term
affiliate not including Yankees, its officers, members or their
families), officer, creditor, employee or agent thereof or any of
their respective affiliates, members of their family, persons acting
as nominees or in conjunction therewith; or
(2) Have not been resold to the public pursuant to a registration
statement filed with the Commission under the Securities Act.
7. Exchange and Replacement of Bond Purchase Option Certificates
(a) Each Bond Purchase Option Certificate is exchangeable without expense,
upon the surrender thereof by the registered Holder at the principal
executive office of the Issuer, for one or more new Bond Purchase
Option Certificates of like tenor and date representing in the
aggregate the right to purchase the same number of Securities in such
denominations as shall be designated by the Holder thereof at the time
of such surrender.
(b) Upon receipt by the Issuer of evidence reasonably satisfactory to it
of loss, theft, destruction or mutilation of any Bond Purchase Option
Certificate, and, in case of loss, theft or destruction, of indemnity
or security reasonably satisfactory to it, and reimbursement to the
Issuer of all reasonable expenses incidental thereto, and upon
surrender and cancellation of the Bond Purchase Option Certificate if
mutilated, the Issuer will make and deliver a new Bond Purchase Option
Certificate of like tenor, in lieu thereof.
8. Reservation and Listing of Securities.
(a) The Issuer shall at all times reserve and keep available out of its
authorized securities, solely for the purpose of issuance upon the
exercise of the Bond Purchase Options or conversion rights appurtenant
to the Bonds, such securities or rights as shall be issuable upon the
exercise thereof.
(b) The Issuer covenants and agrees that, upon exercise of the Bond
Purchase Options, Bonds and payment of the Exercise Price therefor,
all Bonds and other securities issuable upon such exercise shall be
duly and validly issued, fully paid, non-assessable and not subject to
the preemptive rights of any stockholder.
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9. Notice to Bond Purchase Option Holders.
Nothing contained in this Agreement shall be construed as conferring upon
the Holders the right to vote or to consent or to receive notice as a
stockholder in respect of any meetings of stockholders for the election of
directors or any other manner, or as having any rights whatsoever as a
stockholder of the Issuer; provided however, that, if at any time prior to the
expiration of the Bond Purchase Options: (1) the Issuer takes a record of the
holders of its voting securities for the purpose of entitling them to receive a
dividend or distribution payable otherwise than in cash, or a cash dividend or
distribution payable otherwise than out of current or retained earnings, as
indicated by the accounting treatment of such dividend or distribution on the
books of the Issuer; or (2) the Issuer offers to all the holders of its
securities any additional shares of capital stock of the Issuer or securities
convertible into or exchange for shares of capital stock of the Issuer, or any
option, right or warrant to subscribe therefor: or (3) a dissolution,
liquidation or winding up of the Issuer other than in connection with a
consolidation or merger) or a sale of all or substantially all of its property,
assets and business as an entirety shall be proposed; then the Issuer shall give
notice of such event at least fifteen days prior to the date fixed as a record
date or the date of closing the transfer books for the determination of the
stockholders entitled to such dividend, distribution, convertible or
exchangeable securities or subscription rights, or entitled to vote on such
proposed dissolution, liquidation, winding up or sale, specifying such record
date or the date of closing the transfer books, as the case may be.
10. Notices.
All notices, requests, consents and other communications hereunder shall be
in writing and shall be deemed to have been duly made when delivered, or mailed
registered or certified mail, return receipt requested:
(a) If to the Holders, The Yankee Companies, LLC., to Crystal Corporate Center;
0000 Xxxxx Xxxxxxxx Xxxxx, Xxxxx 000; Xxxx Xxxxx, Xxxxxxx 00000, with a
copy to 0000 Xxxxxxxxx 00xx Xxxxxx, Xxxxx, Xxxxxxx 00000, and as otherwise
listed on the books of the Issuer, or
(b) If to the Issuer, to the address reflected in the records of the Commission
maintained on its XXXXX Internet site or to such other address as the
Issuer may designate by notice to the Holders.
11. Supplements and Amendments.
(a) Except as otherwise expressly provided herein, the provisions of this
Agreement may be amended or waived at any time only by the written
agreement of the parties hereto.
(b) Any waiver, permit, consent or approval of any kind or character on the
part of the Issuer or the Holder of any provisions or conditions of this
Agreement must be made in writing and shall be effective only in the extent
specifically set forth in such writing.
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12. Successors.
All the covenants and provisions of this Agreement shall be binding upon
and inure to the benefit of the Issuer, the Holder and their respective
successors and assigns hereunder.
13. Governing Law; Submission to Jurisdiction.
(a) This Agreement and each Bond Purchase Option Certificate issued hereunder
shall be deemed to be a contract made under the laws of the State of
Delaware and for all purposes shall be construed in accordance with the
laws of said State without giving effect to the rules of said State
governing the conflicts of laws.
(b) The Issuer and the Holder hereby agree that any action, proceeding or claim
against it arising out of, or relating in any way to, this Agreement shall
be brought and enforced in the courts of the State of Florida or the United
States District Court for the Central District of Florida, and irrevocably
submit to such jurisdiction, which jurisdiction shall be exclusive.
(c) The Issuer and the Holder hereby irrevocably waive any objection to such
exclusive jurisdiction or inconvenient forum.
(d) Any such process or summons to be served upon any of the Issuer or the
Holder (at the option of the party bringing such action, proceeding or
claim) may be served by transmitting a copy thereof, by registered or
certified mail, return receipt requested, postage prepaid, address to such
Party at the address as set forth in Section 10 hereof.
(e) Such mailing shall deemed personal service and shall be legal and binding
upon the party so served in any action, proceeding or claim.
(f) The Issuer and the Holder agree that the prevailing party(ies) in any such
action or proceeding shall be entitled to recover from the other party(ies)
all of its/their reasonable legal costs and expenses relating to such
action or proceeding and/or incurred in connection with the preparation
therefor, including attorneys' fees.
14. Entire Agreement; Modification.
This Agreement, the Bonds and the Revolving Loan Agreement (to the extent
portions thereof are referred to herein) contain the entire understanding
between the parties hereto with respect to the subject matter hereof and may not
be modified or amended except by a writing duly signed by the party against whom
enforcement of the modification or amendment is sought.
15. Severability.
If any provision of this Agreement shall be held to be invalid or
unenforceable, such invalidity or unenforceability shall not affect any other
provision of this Agreement.
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16. Captions.
The caption headings of the Sections of this Agreement are for convenience
of reference only and are not intended, nor should they be construed as, a part
of this Agreement and shall be given no substantive effect.
17. Benefits of this Agreement.
Nothing in this Agreement shall be construed to give to any person or
corporation other than the Issuer, the Holder and their successors and assigns
any legal or equitable right, remedy or claim under this Agreement; and this
Agreement shall be for the sole and exclusive 'benefit of the Issuer, the Holder
and their successors and assigns.
18. Counterparts.
This Agreement may be executed in any number of counterparts and each of
such counterparts shall for all purposes be deemed to be an original, and, such
counterparts shall together constitute but one and the same instrument.
In Witness Whereof, the Parties have executed this Agreement, effective as
of the last date set forth below.
Signed, Sealed & Delivered
In Our Presence
Explorations Group, Inc.
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____________________________ By: /s/ Xxxxxxxx Xxxxxx
Xxxxxxxx Xxxxxx, President
Dated: April 9, 2002
The Yankee Companies, LLC.
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____________________________ By: /s/ Xxxxxxx X. Xxxxxx
Xxxxxxx Xxxxx Xxxxxx
Member & Chief Executive Officer
Dated: April 9, 2002
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BOND PURCHASE OPTION CERTIFICATE
The bond purchase options represented by this certificate and the other
securities issuable upon exercise thereof may not be offered or sold except
pursuant to an effective registration statement under the Securities Act of
1933, as amended (the "Securities Act") ; to the extent applicable, Rule 144
promulgated under the Securities Act (or any similar rule under the Securities
Act relating to the disposition of securities); or, an opinion of counsel, if
such opinion shall be reasonably satisfactory to counsel for the Issuer, that an
exemption from registration under the Securities Act is available.
The transfer or exchange of the bond purchase options represented by this
certificate is restricted in accordance with the bond purchase option agreement
referred to herein.
Exercisable on or Before the Later of
5:30 p.m., New York Time, April 9, 2004 or the Termination of the
Revolving Loan Agreement between
The Yankee Companies, LLC., a Florida limited liability company and
Explorations Group, Inc., a Delaware corporation
Certificate Number 0001
This Bond Purchase Option Certificate certifies that The Yankee Companies,
LLC., a Florida limited liability company, or registered assigns, is the
registered holder (the "Holder" or "Yankees") of an option to purchase, at any
time from April 9, 2002, until 5:30 p.m. New York time on the later of 5:30
p.m., New York Time, April 9, 2004 or the termination of the Revolving Loan
Agreement between the Yankee Companies, LLC., a Florida limited liability
company, and Explorations Group, Inc., a Delaware corporation (The "Expiration
Date") an aggregate number of $50,000 in principal of the Class A, Series A,
Convertible Bonds, a form of which has been heretofore filed by Explorations
Group, Inc., a Delaware corporation (the "Issuer") with the United States
Securities and Exchange Commission as an exhibit to the Issuer's registration
statement on Form 10-SB (hereinafter referred to as the "Bonds").
Terms:
1. Exercise of this Bond Purchase Option shall be effected by surrender of
this Bond Purchase Option Certificate and payment of the Exercise Price
at an office or agency of the Issuer subject to the conditions set
forth herein and in the Bond Purchase Option Agreement originally dated
as of April 9, 2002, between the Issuer and The Yankee Companies, LLC.
(the "Bond Purchase Option Agreement").
2. Payment of the Exercise Price shall be made by certified or official
bank check in New York Clearing House funds payable to the order of the
Issuer.
3. No Bond Purchase Option may be exercised after 5:30 p.m. New York time,
on the Expiration Date, at which time all Bond Purchase Options
evidenced hereby unless exercised prior thereto, shall thereafter be
void.
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4. The rights evidenced by this Bond Purchase Option Certificate are part
of a duly authorized issue of Bond Purchase Options pursuant to the
Bond Purchase Option Agreement which is hereby incorporated by
reference in and made a part of this instrument and is hereby referred
to for a description of the rights, obligations, duties and immunities
thereunder of the Issuer and the Holders (the words "Holders" or
"Holder" meaning the registered holders or registered holder) of the
Bond Purchase Options.
* **
In Witness Whereof, this instrument has been executed by the Issuer,
effective as of the date set forth below.
Signed, Sealed & Delivered
In Our Presence
Explorations Group, Inc.
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____________________________ By: ___________________________
Xxxxxxxx Xxxxxx, President
[CORPORATE SEAL]
Attest: __________________________
Xxxxxxx X. Xxxxxxx, Secretary
Dated: April 9, 2002
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EXPLORATIONS GROUP, INC.
BOND PURCHASE OPTION EXERCISE FORM
Dated: ________________
The Undersigned hereby irrevocably elects to exercise the subject Bond
Purchase Option to the extent of purchasing $_______ in principal amount thereof
and hereby makes payment of $______, for an equivalent amount in principal of
the Bonds.
Instructions for Registration of Bonds
Please type or print in block letters
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(Name)
-----------------------------------------------------------------------
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(Address)
Signature: _______________________
NOTICE: The signatures to this exercise of Bond Purchase Option must
correspond with the name as written upon the face of the Bond
Purchase Option in every particular, without alteration or
enlargement or any change whatever.
Signature Guaranteed:
IMPORTANT: SIGNATURE MUST BE GUARANTEED BY A FIRM WHICH IS A
MEMBER OF A REGISTERED NATIONAL EXCHANGE OR BY A
COMMERCIAL BANK OR A TRUST COMPANY!
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EXPLORATIONS GROUP, INC.
BOND PURCHASE OPTION ASSIGNMENT FORM
FOR VALUE RECEIVED, The Yankee Companies, LLC., a Florida limited liability
company, hereby sells, assigns and transfers unto:
(Please type or print in block letters)
-------------------------------
(Name)
---------------------------------------------------------------
---------------------------------------------------------------
(Address)
the right to purchase Bonds represented by this Bond Purchase Option Certificate
to the extent of $_____ in principal, and does hereby irrevocably constitute and
appoint ____________________________________ attorney, to transfer the same on
the books of the Issuer with full power of substitution in the premises.
Dated: _____________________
Signature: ________________________________________
Xxxxxxx Xxxxx Xxxxxx
Member & Chief Executive Officer
The Yankee Companies, LLC.
a Florida limited liability company
NOTICE: The signatures to this assignment of
Bond Purchase Option must correspond
with the name as written upon the
face of the Bond Purchase Option in
every particular, without alteration
or en largement or any change
whatever.
Signature Guaranteed:
IMPORTANT: SIGNATURE MUST BE GUARANTEED BY A FIRM WHICH IS A
MEMBER OF A REGISTERED NATIONAL EXCHANGE OR BY A
COMMERCIAL BANK OR A TRUST COMPANY!
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