Exercise of Option; Closing. Buyer shall, from time to during the Exercise Period, exercise the Option with respect to any or all of the Hypersoft Ventures Assets, if at all, by (i) executing and delivering to the Company an original of this Option Purchase Agreement for the Hypersoft Ventures Assets, with no amendments, modifications or other changes to any terms therein (except that the economic terms in such Option Purchase Agreement shall be filled in using the information set forth on Exhibit A with respect to the applicable Hypersoft Ventures Assets that are the subject of such Option Purchase Agreement and (ii) attaching to such agreement Exhibit A and Exhibit B thereto (which Exhibit A and Exhibit B identifies which Hypersoft Ventures Assets are the subject of such applicable Option Purchase Agreement), no later than 5:00 p.m. (Eastern Time) on September 15, 2020 (the “Expiration Date”). Any attempt by Buyer to exercise the Option prior to July 15, 2020 or after the Expiration Date, or by any means during the Exercise Period other than as set forth in this Section 3.1, shall be null and void and of no force or effect. If Buyer validly exercises the Option in accordance with this Section 3.1, then the Company shall countersign and deliver to Buyer an original of the Option Purchase Agreement and attaching to such agreement the schedules thereto (which schedules will identify any disclosures that are necessary to make the representations and warranties set forth in such Option Purchase Agreement with respect to the applicable Hypersoft Ventures Assets true and correct in all material respects) within five (5) Business Days after the Company’s receipt during the Exercise Period of the applicable Option Purchase Agreement. The date of the Closing under the Option Purchase Agreement executed pursuant to this Agreement shall be mutually determined by the parties, but in any event shall not be earlier than the date that all conditions to such Closing contained in the applicable Option Purchase Agreement have been satisfied.
Exercise of Option; Closing. Cablevision may exercise the Option by delivering to PVI, prior to the Deadline, at the address set forth below, written notice stating that it elects to exercise the Option (the "Election Notice"); provided that, notwithstanding anything else in this Option Agreement to the contrary, Cablevision shall have 10 business days after Cablevision is notified in writing of the final determination of the Fair Market Value of the Technology to decide whether or not to deliver the Purchase Price to PVI (such 10 business day period the "Election Period") and consummate the exercise of the Option. If during the Election Period Cablevision notifies PVI in writing that Cablevision elects not to deliver the Purchase Price to PVI and not to consummate the exercise of the Option or if the Election Period expires and Cablevision has not notified PVI of its intent to consummate the exercise of the Option, except for Cablevision's obligations to pay for the appraisal contemplated by Section 3(b), this Option Agreement shall terminate and be of no further force or effect. The parties agree to cooperate and use reasonable efforts to obtain the appraisal contemplated by Section 3(b) as soon as practicable following PVI's receipt of the Election Notice. Following their receipt of such appraisal in final form, the parties shall, subject to the provisions of Section 6 and to the proviso in the first sentence of this Section 4, cooperate and use reasonable efforts to schedule a closing on the sale of the License (the "Closing") as soon as practicable. At the Closing, Cablevision shall deliver the Purchase Price to PVI in cash, net of 50% of the costs of the appraisal of Fair Market Value of the Technology pursuant to Section 3(c) above, and PVI shall execute and deliver such other documents as the parties deem reasonably necessary and appropriate to confirm the grant of the License and permit Cablevision to exploit the Technology.
Exercise of Option; Closing. Txxxxx’s election to exercise this Option must be evidenced by notice pursuant to the Section of the Lease captioned “Notices” (“Tenant’s Exercise Notice”). The Closing shall take place within thirty (30) days of the date of Txxxxx’s Exercise Notice (“Closing”).
Exercise of Option; Closing. The option granted herein shall be exercised by written notice of exercise of option addressed and mailed by regular mail or personal, postage prepaid, or by personal delivery, to Optionor prior to the expiration of the Option Period.
Exercise of Option; Closing. On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Addendum by the parties hereto, the Company agrees to sell, and the Purchaser agrees to purchase, 1,200,000 Shares pursuant to Section 4.15 of the Agreement, at the revised Per Share Purchase Price of $0.40 per Share. The Purchaser shall deliver to the Company, via wire transfer purchase proceeds equal to $480,000 (the “Subscription Amount”), and the Company shall deliver to the Purchaser its Shares. The Company and the Purchaser shall deliver the other items set forth in Section 2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in Section 2, the Closing shall occur at the offices of G&M or such other location as the parties shall mutually agree.
Exercise of Option; Closing. Subject to the terms and conditions of this Agreement, the UKDS Option shall be exercised by JJFMS with respect to all, but not less than all, of the UKDS Option Shares and the CCA Australia Option shall be exercised by JJFMS with respect to all, but not less than all, of the CCA Australia Option Shares, by giving notice of exercise to Sodexho in accordance with Section 9 of this Agreement. Delivery of the UKDS Option Shares and the CCA Australia Option Shares and payment therefor (each, a "Closing") shall take place at the offices of Ropes & Xxxx, in Boston, Massachusetts, at 10:00 a.m., Boston, Massachusetts time, on the tenth Business Day, as hereinafter defined, following the date such notice of exercise is given, or at such other date, time, and/or place as JJFMS and Sodexho may mutually agree. As used in this Agreement, "Business Day" means any Monday, Tuesday, Wednesday, Thursday, or Friday on which banking institutions in the City of Boston, Massachusetts are not authorized or obligated by law or executive order to close. Notwithstanding any other provision of this Agreement, the UKDS Option and the CCA Australia Option must be exercised and paid for together, and neither one may be exercised without the exercise of the other option at the same time. It is understood with respect to the Closing following any exercise of both the UKDS Option and the CCA Australia Option, that copies of all consents of third parties and governmental bodies and agencies necessary for the transfer of the UKDS Option Shares and all such consents necessary for the transfer of the CCA Australia Option Shares shall have been furnished to JJFMS, it being understood that once the consents necessary for the transfer of the UKDS Option Shares have been obtained the Closing shall proceed with respect to the transfer of said UKDS Option Shares (assuming the other conditions to the transfer of said UKDS Option Shares shall have been satisfied) and it being understood that once the consents necessary for the transfer of the CCA Australia Option Shares have been obtained, the Closing shall proceed with respect to the transfer of said CCA Option Australia Shares (assuming the other conditions to the transfer of said CCA Australia Option Shares shall have been satisfied), and if at any time the third parties and governmental consents for the transfer of all the Option Shares have been obtained and all other conditions have been satisfied, then the Closing shall occur with respect to ...
Exercise of Option; Closing. In order to exercise this option the Optionee shall give to the Optionor at least ten (10) days prior notice of exercise and the date and time of closing and the Optionee shall pay the balance of the purchase price by bank wire transfer of immediately available funds at closing in the amount of Two Million Eight Hundred Thousand and no/100 ($2,800,000.00) Dollars, less the Initial Option Payment and any Additional Option Payments, as defined herein, that have been made by Optionee to Optionor, which shall apply against the purchase price. Closing of the purchase shall occur prior to the expiration date of this option as set forth in Section 1 above.
Exercise of Option; Closing. At any time during the Option Period, Lessee may exercise this Option to Purchase by giving Lessor not less than 30 and not more than 180 days’ notice of intent to exercise the Option. In the event Lessee exercises the Option to Purchase, the Closing shall occur not more than one hundred eighty (180) days following the date of such notice. In the event the Closing occurs following the expiration of the Lease, then, the Lease term shall be extended for the period from the expiration of the Lease until Closing, and Lessee shall pay to Lessor an additional sum equal to the pro-rata monthly amount of Net Rent last then due, from the expiration of the Lease until Closing.
Exercise of Option; Closing. Distributor may exercise this Option at any time during the term of this Agreement by delivering to Seller a written notice (the "Exercise Notice") of Distributor's intent to exercise the Option. Upon receipt of the Exercise Notice, Seller shall promptly deliver to Distributor an itemized statement detailing the actual cost of the Assets. The closing of the purchase and sale of the Assets shall take 3 place at a mutually agreed upon time and place, provided, however, that the closing of the Option shall take place no later than 30 days from the date of the Exercise Notice.
Exercise of Option; Closing. Subject to the terms and conditions of this Agreement, the Option shall be exercised by Sodexho with respect to all, but not less than all, of the Shares by giving notice of exercise to CCA or CCAUK in accordance with Section 9 of this Agreement. Delivery of the Shares and payment therefor (the "Closing") shall take place at the offices of CCA, Nashville, Tennessee, at 10:00 a.m., Nashville, Tennessee time, on the tenth Business Day, as hereinafter defined, following the date such notice of exercise is given, or at such other date, time, and/or place as CCAUK and Sodexho may mutually agree. As used in this Agreement, "Business Day" means any Monday, Tuesday, Wednesday, Thursday, or Friday on which banking institutions in the City of Nashville, Tennessee are not authorized or obligated by law or executive order to close.
