Grant and Exercise of Option. Provided that (i) no Default has occurred and is then continuing (ii) the creditworthiness of Tenant is then reasonably acceptable to Landlord and (iii) Tenant originally named herein or a Permitted Transferee remains in possession of the Leased Premises throughout the term immediately preceding the Extension Term (as defined below), Tenant shall have the option to extend the Lease Term for two (2) additional periods of five (5) years each (the "Extension Term(s)"). Each Extension Term shall be upon the same terms and conditions contained in the Lease except (x) this provision giving two (2) extension options shall be amended to reflect the remaining options to extend, if any, and (y) any improvement allowances or other concessions applicable to the Leased Premises under the Lease shall not apply to the Extension Term, and (z) the Minimum Annual Rent shall be adjusted as set forth below (the "Rent Adjustment"). Tenant shall exercise each option by delivering to Landlord, no later than twelve (12) months prior to the expiration of the preceding term, written notice of Tenant's desire to extend the Lease Term. Tenant's failure to timely exercise such option shall be deemed a waiver of such option and any succeeding option. Landlord shall notify Tenant of the amount of the Rent Adjustment no later than one hundred eighty (180) days prior to the commencement of the Extension Term. Tenant shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within thirty (30) days after receipt thereof. If Tenant exercises its option to extend in accordance with the terms hereof, Landlord and Tenant shall execute an amendment to the Lease reflecting the terms and conditions of the Extension Term within thirty (30) days after Tenant's acceptance (or deemed acceptance) of the Rent Adjustment.
Grant and Exercise of Option. The Optionor hereby grants to the Optionee the sole and exclusive right and option to acquire a 100% undivided interest in and to the Property free and clear of all charges, encumbrances and claims.
Grant and Exercise of Option. The Company hereby grants to Optionee an option to purchase a total of ___________(_____) shares of the authorized and unissued Common Stock of the Company, having a par value of $.10 per share, at the price of $8.10 per share, upon and subject to the following terms and conditions:
(a) The within option may be exercised on or before August 12, 2013(the "Expiration Date") and, within such period, only at the following times and in the following amounts:
(i) After the expiration of one (1) year from the date of this Agreement, the option may be exercised to the extent of not more than TWENTY-FIVE(25%) PERCENT of the shares granted in Paragraph 1 hereof;
(ii) After the expiration of two (2) years from the date of this Agreement, the option may be exercised to the extent of not more than FIFTY(50%) PERCENT of the shares granted in Paragraph 1 hereof;
(iii) After the expiration of three(3) years from the date of this Agreement, the option may be exercised to the extent of not more than SEVENTY-FIVE(75%) PERCENT of the shares granted in Paragraph 1 hereof; and
(iv) After the expiration of four (4) years from the date of this Agreement, the option may be exercised to the extent of not more than ONE HUNDRED (100%) PERCENT of the shares granted in Paragraph 1 hereof.
(b) The right to exercise set forth in Paragraph 1(a)(i), (ii),(iii) and (iv) shall , at the option of the Board of Directors, be accelerated to provide for immediate exercise, in the event of a change in control of the Company.
(1) For purposes of this Agreement, a change in control of the Company, or in any person directly or indirectly controlling the Company, shall mean:
(i) a change in control as such term is presently defined in Regulation 240.12b-2 under the Securities and Exchange Act of 1934; or
(ii) if any "person" (as such term is used in Section 13(d) and 14(d) of the Exchange Act) other than the Company or any "person" who on the date of this Agreement is a director or officer of the Company, becomes the "beneficial owner" (as defined in Rule 13(d)-3 under the Exchange Act) directly or indirectly, of securities of the Company representing ten (10%) percent of the voting power of the Company's then outstanding securities; or
(iii) if during any period of two (2) consecutive years during the term of this Agreement, individuals who at the beginning of such period constitute the Board of Directors, cease for any reason to constitute at least a majority thereof, unless the election of each dir...
Grant and Exercise of Option. (a) The Optionor hereby grants to the Optionee the sole and exclusive right and option to acquire up to an undivided 100% right, title and interest in and to the Property, free and clear of all charges, encumbrances, claims, liabilities and adverse interests of any nature or kind, except for the Royalty.
(b) The Option shall be in good standing and exercisable by the Optionee by paying the following amounts on or before the dates specified in the following schedule:
(i) paying the Optionor $250,000 within three (3) business days of the date of this Agreement;
(ii) within 30 days of the execution of this Agreement, issuing to the Optionor 1,000,000 Shares in the capital stock of the Optionee;
(iii) on or before the first anniversary of the execution of this Agreement, issuing to the Optionor 1,000,000 Shares in the capital stock of the Optionee;
(iv) on or before the second anniversary of the execution of this Agreement, issuing to the Optionor 1,000,000 Shares in the capital stock of the Optionee;
(v) paying all property payments as they become due.
(c) The Optionee shall use commercially reasonable efforts to incur the following annual work commitments as currently recommended and agreed to by the parties:
(i) exploration expenditures on the Property of $800,000 on or before the first anniversary of the execution of this Agreement;
(ii) exploration expenditures on the Property of $1,200,000 on or before the second anniversary of the execution of this Agreement; and
(iii) exploration expenditures on the Property of $1,600,000 on or before the third anniversary of the execution of this Agreement; In the event that the Optionee spends, in any period, more than the specified sum, the excess shall be carried forward and applied to the exploration expenditures to be incurred in the succeeding period.
(d) The Optionor acknowledges and agrees that the Shares will be issued in accordance with all applicable securities laws and will be subject to hold periods and restrictions on resale in accordance with applicable securities laws and it is the Optionor's responsibility to determine what those hold periods and restrictions are before selling or otherwise transferring any Shares.
Grant and Exercise of Option. 3.1 The Optionor hereby grants to the Optionee the sole and exclusive right and option (the “Option”) to acquire an undivided seventy percent (70%) interest in and to the Property free and clear of all charges, encumbrances and claims.
3.2 The Optionee will be deemed to have exercised its option as follows:
(a) acquire an initial fifty-one percent (51%) interest upon incurring Exploration Expenditures of US $1,500,000 on or before the third anniversary date of this Agreement, such expenditures to be incurred and paid by Spartan; and
(b) acquire an additional nineteen percent (19%) interest upon incurring additional Exploration Expenditures of US $1,000,000 and by also completing and delivering to Optionor an Industry-standard Mining Feasibility Study (not necessarily "bankable") on or before the fifth anniversary date of this Agreement, such expenditures and Mining Feasibility Study to be incurred and paid by Sphere.
3.2 In order to maintain the Option, the Optionee and Sphere will also be required to:
(a) Optionee shall pay US $110,000 to the Optionor as follows:
(i) US $25,000 on the execution of this Agreement (the receipt of which is hereby acknowledged by the Optionor);
(ii) US $35,000 within ninety (90) days of execution of this Agreement;
(iii) US $25,000 on or before the second anniversary date of this Agreement; and
(iv) US $25,000 on or before the third anniversary date of this Agreement.
(b) Sphere shall allot and issue to the Optionor, as fully paid and non-assessable, the Shares as follows:
(i) 300,000 common shares of Sphere Resources, Inc. within 60 days of the execution of this Agreement; and
(ii) 400,000 common shares of Sphere Resources, Inc. within 60 days of Optionor acquiring a 51% interest in the Property.
3.3 It is understood and agreed by and between Spartan and Sphere that Spartan shall be responsible for and pay US $1,500,000 of initial Exploration Expenditures and Sphere shall be responsible for and pay the additional US $ 1,000,000 Exploration Expenditures and the Mining Feasibility Study as set forth above. Title to the seventy percent (70%) interest in the Property conveyed hereunder shall vest in Optionee (Spartan). Upon exercise of the Option and acquisition of the 70% interest in the Property, Spartan and Sphere shall enter into a joint venture agreement whereby each party is an equal partner with a thirty-five percent (35%) interest in the Property going forward. Such joint venture agreement shall provide for a four person...
Grant and Exercise of Option. (a) The Optionor hereby grants to the Optionee the sole and exclusive right and option to acquire up to an undivided 100% right, title and interest in and to the Property, free and clear of all charges, encumbrances, claims, liabilities and adverse interests of any nature or kind, except for the Royalty.
(b) The Option shall be in good standing and exercisable by the Optionee in regard to the Property by paying the following amounts on or before the dates specified in the following schedule for the Property:
(i) paying the Optionor $10,000 within three (3) business days of the date of this Agreement, issuing to the Optionor 100,000 Shares in the capital stock of the Optionee;
(ii) on or before the second anniversary of the execution of this Agreement, issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(iii) on or before the third anniversary of the execution of this Agreement, paying to the Optionor $10,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(iv) on or before the third anniversary of the execution of this Agreement, paying to the Optionor $10,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(v) on or before the fourth anniversary of the execution of this Agreement, paying to the Optionor $10,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(vi) on or before the fifth anniversary of the execution of this Agreement, paying to the Optionor $10,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(vii) on or before the sixth anniversary of the execution of this Agreement, paying to the Optionor $20,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(viii) on or before the seventh anniversary of the execution of this Agreement, paying to the Optionor $30,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(ix) on or before the eighth anniversary of the execution of this Agreement, paying to the Optionor $40,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(x) on or before the ninth anniversary of the execution of this Agreement, paying to the Optionor $50,000 and issuing to the Optionor 25,000 Shares in the capital stock of the Optionee;
(xi) on or before the tenth anniversary of the execution of this Agreement, in addition to the payments described in (i) to (x) above, paying to the Optionor $1...
Grant and Exercise of Option. Provided Tenant is not in default hereunder beyond any applicable notice and cure period at the time of exercise, Tenant shall also have one option to renew the Term for a period of ten years (the “Renewal Term”), commencing immediately upon the expiration of the Initial Term. The Renewal Term shall be upon the same terms and conditions contained in the Lease for the Initial Term except the Base Rent shall be adjusted as set forth below (the “Base Rent for the Renewal Term”). Tenant shall exercise such option by delivering to Landlord, no later than twelve months prior to the expiration of the Initial Term (“Exercise Date”) written notice of Tenant’s desire to extend the Lease Term. Unless Landlord otherwise agrees in writing, Tenant’s failure to timely exercise such option shall waive it. If this Lease terminates or expires, all remaining renewal options shall be void.
Grant and Exercise of Option. AMC hereby irrevocably grants to KRC the sole and exclusive right and Option to acquire a one hundred percent (100%) right, title, estate and interest of AMC’s one hundred (100%) percent net undivided interest) in and to the Property Rights and Property, free and clear of all charges, encumbrances, claims, royalties and net profit interests of whatsoever nature.
Grant and Exercise of Option. 2.1 The Optionor grants to the Optionee the exclusive right and option, to acquire a 100% undivided interest in the Property free and clear of all charges, encumbrances and claims, save and except for those set out herein.
2.2 The Option shall be exercised by the Optionee:
(a) (i) paying to the Optionor Cdn$7,500 forthwith on or before January 31, 2007;
(ii) paying to the Optionor an additional Cdn$15,000 on or before December 31, 2008;
(iii) paying to the Optionor an additional Cdn$25,000 on or before December 31, 2009.
(b) (I) incurring Exploration Expenditures of Cdn$_10,000__. on the Property on or before December 31, 2007, or if weather does not allow reasonable access to the property at that time, the work to be completed at such other time as agreed by the parties;
Grant and Exercise of Option. 5.1 The Optionors hereby grant to Optionee the sole and exclusive right and option, subject to the terms of this Agreement, to acquire a 100% legal and beneficial interest in the Property, free and clear of all Encumbrances save and except for the Permitted Royalties (the “Option”).
5.2 To exercise the Option, Optionee must:
(a) subject to Part 12, incur and pay for total Exploration Expenditures of $3,000,000 in respect of the Property in accordance with the following schedule:
(i) subject to Section 15.1, a total of $300,000 on or before the first anniversary of the Effective Date, which incurrence is an obligation of the Optionee and is not optional;
(ii) a total of $1,000,000 on or before the second anniversary of the Effective Date;
(iii) a total of $1,500,000 on or before the third anniversary of the Effective Date;
(iv) a total of $2,000,000 on or before the fourth anniversary of the Effective Date; and
(v) a total of $3,000,000 on or before the fifth anniversary of the Effective Date; and
(b) pay to Canasil cash payments totalling $375,000 in accordance with the following schedule:
(i) $50,000 on or before the second anniversary of the Effective Date;
(ii) $75,000 on or before the third anniversary of the Effective Date;
(iii) $100,000 on or before the fourth anniversary of the Effective Date; and
(iv) $150,000 on or before the fifth anniversary of the Effective Date.
5.3 This Agreement is for an option only and, for greater certainty, other than as set out in Section 5.2(a)(i), nothing in this Agreement will be construed as obligating Optionee to do any acts, incur any expenditures or make any payments hereunder, and any act done, expenditure incurred or payment made hereunder will not be construed as obligating Optionee to do any further act, incur any further expenditure or make any further payment.
5.4 Once Optionee has complied with the requirements of Section 5.2 and Section 5.7, the Optionee will be entitled to provide a written notice of exercise of the Option (the “Exercise Notice”) to Canasil and the Optionee will be deemed to have exercised the Option as of the date of the Exercise Notice (the “Option Exercise Date”) and will be vested with 100% legal and beneficial interest in and to the Property, free and clear of all Encumbrances save and except for the Permitted Royalties.
5.5 Optionee shall be entitled to accelerate any time period for incurring and paying the Exploration Expenditures or making any cash payments hereunder. All c...
