Option Page Number
OPTION granted as of this _____________ day of
________________ by ASI ENTERTAINMENT, INC. located at
_____________________, a Delaware corporation, ("Seller") to
_______________________ located at ________________________ or its
assignee, ("Buyer").
WHEREAS, Seller wishes to offer Buyer the right to purchase
a certain number of shares of its common stock ("the Shares") and
WHEREAS, Xxxxx wishes to have the right to purchase such
Shares.
NOW, THEREFORE, in consideration of the foregoing and for
other good and valuable consideration, the receipt and sufficiency
of which is hereby expressly acknowledged, the parties hereto agree
as follows:
1. TERMS OF THE OPTION
a. Seller hereby grants to Buyer an option ("the Option")
to purchase up to _________________ Shares at an exercise price of
A$.10 per Share
b. The Option shall be exercisable, in whole or in part in
multiples of 100,000 Shares only, for an exercise term of commencing
upon grant hereof and expiring on June 30, 2000.
c. Seller agrees that it will maintain and reserve at all
times during the term of the Option a number of Shares available to
provide a sufficient number of Shares for the exercise in full of
the Option.
d. The Shares are subject to adjustment from time to time
upon the happening of certain events, including stock splits and
combinations, dividends and distributions, capital reorganization,
reclassification or otherwise, then and in each such event, the
holder of this Option shall have the right thereafter to exercise
the Option, in whole or in part, into the kind and amount of shares
of stock and other securities and property receivable upon such
event, as the holder of the number of Shares as if the Option had
been exercised immediately prior to such event. The holders shall
be provided 14 days notice to exercise their options prior to any
action which shall require the closing of the stockholder book of
the Corporation.
2. EXERCISE OF OPTION.
a. In order to exercise all or any portion of the Option,
Buyer or its assignee shall deliver to Seller at the offices of the
Seller as listed at the beginning hereof a completed Form of
Subscription, as attached hereto, with a check for the aggregate
purchase price of the number of Shares being purchased.
b. Upon clearance of such payment, Seller shall transfer
to Buyer a certificate representing the number of Shares then
purchased within 14 days.
3. NOTICES. All notices required hereunder shall be
delivered to either party at the addresses listed at the beginning
hereof or to such other address as has been previously furnished in
writing.
4. ASSIGNABILITY. This Option may be assigned,
transferred, sold, hypothecated or other disposition, by the Buyer.
5. BINDING AGREEMENT. This Option shall be binding upon
and shall inure to the benefit of the parties and their successors,
assigns, heirs, legal representatives, executors and administrators.
6. WAIVER OF RIGHTS. The waiver by any party of a breach
of any provision of this Option by any other party shall not operate
or be construed as a waiver of any subsequent breach by such other
party. The failure of a party to exercise any rights or privileges
under this Option shall not be deemed to be a waiver or
extinguishment of such rights or privileges, all of which shall
continue to be exercisable.
7. AMENDMENTS. No alteration, modification, and/or waiver
of term or condition hereof shall be binding unless in writing and
signed by all parties.
8. GOVERNING LAW. It is the intent of the parties that
this Option shall be construed and interpreted, and that all
questions arising hereunder shall be determined, in accordance with
the provisions of the laws of Delaware.
IN WITNESS WHEREOF, this Option shall be deemed granted by
Seller to Buyer as of the day and year first above written.
SELLER:
By________________________________