FORM OF
STOCK OPTION AMENDMENT AGREEMENT
THIS AGREEMENT made as of the 22nd day of July, 1996.
BETWEEN: [OPTIONEE NAME AND ADDRESS](hereinafter called the "Optionee")
OF THE FIRST PART
AND:
LA TEKO RESOURCES LTD., a company duly incorporated under the laws of
the Province of British Columbia and having a registered office at Xxxxx 000,
000 Xxxx Xxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx Xxxxxxxx X0X 0X0 (hereinafter called
the "Company")
OF THE SECOND PART
WHEREAS:
A. The Optionee and the Company entered into a stock option agreement
effective the 16th day of November, 1995 (the "Stock Option Agreement") whereby
the Company granted to the Optionee an option to purchase 100,000 shares of the
Company (the "Option").
B. The Company and the Optionee wish to amend the Stock Option Agreement to
provide for the proper exercise price of US$1.60 for all of the options that
vest in future years and to amend the number of stock options that immediately
vest with the Optionee in the event of certain corporate transactions.
NOW THEREFORE in consideration of the sum of $1 (One Dollar) paid by each
of the Optionee and the Company to each other (the receipt and sufficiency of
which is hereby acknowledged), the Optionee and the Company hereby agree as
follows:
1. Section 1 of the Stock Option Agreement is deleted and the following is
substituted in place thereof:
"1. Grant of Option
(a) The Company hereby irrevocably grants to Optionee the right and option
to purchase all of or any part of an aggregate of 100,000 shares (the "Shares")
of common stock, having no par value per share, of the Company (the "Common
Stock") on the terms and conditions hereinafter set forth. The options are,
subject to Paragraph 1(b), exercisable in increments of 25,000 Shares each over
the following terms:
Shares Term
25,000 Shares 11/16/1995 - 11/16/2000
25,000 Shares 11/16/1996 - 11/16/2001
25,000 Shares 11/16/1997 - 11/16/2002
25,000 Shares 11/16/1998 - 11/16/2003
(b) In the event that the Company is subject to a merger, acquisition or
other similar corporate transaction, the Optionee's 100,000-share option will be
exercisable as to 50,000 shares if such transaction is consummated during the
first term the Optionee participates as a director of the Company and the
balance, aggregating the full 100,000 shares, will be exercisable if the
consummation of such transaction were to occur after the first term that a
director served in such capacity. For the purposes of this Agreement, the term
"Expiry Date" shall be the date which is the last day of the latest term
referred to in paragraph 1(a) above."
2. Section 2 of the Stock Option Agreement is deleted and the following is
substituted in place thereof:
"2. Exercise Price
The exercise price of this Option shall be US$1.60 per share of Common
Stock (the "Exercise Price")."
3. The second paragraph of Section 9 is amended by deleting the last nine
workds "...and the exercise of the Option by the Purchaser."
4. The second paragraph of Section 12 is amended by adding the words "... or
director..." after the word employee in lines one and three.
5. The terms of this Agreement are subject to regulatory approval.
IN WITNESS WHEREOF the parties hereto have executed these presents as of
the date and year first above written.
LA TEKO RESOURCES LTD.
Per: /s/ Xxxxxx X. Xxxxxxxx
Authorized Signature
SIGNED, SEALED AND DELIVERED )
by [OPTIONEE] in the )
presence of: )
)
/s/ Witness ) /s/ [Optionee]
)
[Address] )
)
[Occupation] )
