Share Option. 2.1 Subject to the terms and conditions hereinafter set out, the Corporation hereby grants to the Executive, an irrevocable option to purchase • (•) Shares of the Corporation at an exercise price of • Dollars • Cent (CDN $•) per Share, which may be exercised on the following basis: a. (•) Shares at any time or from time to time during the period commencing January 16, 2007 and expiring on the Expiration Date; b. (•) Shares at any time or from time to time during the period commencing January 16, 2008 and expiring on the Expiration Date; c. (•) Shares at any time or from time to time during the period commencing January 16, 2009 and expiring on the Expiration Date; and d. the remaining • (•) Shares at any time or from time to time during the period commencing January 16, 2010 and expiring on the Expiration Date. 2.2 Notwithstanding Clause 2.1 hereof, in the event of: a. any disposition of substantially all of the assets of the Corporation, or the dissolution, merger, amalgamation or consolidation of the Corporation, with or into any other corporation, or the merger, amalgamation or consolidation of any other corporation into the Corporation; or b. any Change in Control of the Corporation; the Executive may exercise of any or all of the remaining Optioned Shares prior to the completion of any such transaction. Upon the Corporation entering into an agreement to effect any of the transactions set forth in Clause 2.2(a) or a change in control being effected as contemplated in Clause 2.2(b), the Option shall be deemed to have been amended to permit the exercise thereof in whole or in part by the Executive at any time or from time to time prior to the completion of such transaction. For the purposes of this Agreement, a “Change in Control” shall be deemed to have occurred if any person, or any two or more persons acting as a group, and all affiliates of such person or persons, who prior to such time beneficially owned less than 20% of the then outstanding Shares, shall acquire such additional Shares in one or more transactions, or series of transactions, such that following such transaction or transactions, such person or group and affiliates beneficially own 20% or more of the Shares outstanding. 2.3 At 4:30 p.m., Calgary time, on the Expiration Date, the Share Option shall forthwith expire and terminate and be of no further force or effect whatsoever as to such of the Option Shares in respect of which the Share Option hereby granted has not then been exercised.
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Share Option. 2.1 Subject to the terms and conditions hereinafter set out, the Corporation hereby grants to the Executive, an irrevocable option to purchase • (•) Shares of the Corporation at an exercise price of • Dollars • Cent (CDN $•) per Share, which may be exercised on the following basis:
a. (•) Shares at any time or from time to time during the period commencing January 16, 2007 and expiring on the Expiration Date;
b. (•) Shares at any time or from time to time during the period commencing January 16, 2008 and expiring on the Expiration Date;
c. (•) Shares at any time or from time to time during the period commencing January 16, 2009 and expiring on the Expiration Date; and
d. the remaining • (•) Shares at any time or from time to time during the period commencing January 16, 2010 and expiring on the Expiration Date.
2.2 Notwithstanding Clause 2.1 hereof, in the event of:
a. any disposition of substantially all of the assets of the Corporation, or the dissolution, merger, amalgamation or consolidation of the Corporation, with or into any other corporation, or the merger, amalgamation or consolidation of any other corporation into the Corporation; or
b. any Change in Control of the Corporation; the Executive may exercise of any or all of the remaining Optioned Shares prior to the completion of any such transaction. Upon the Corporation entering into an agreement to effect any of the transactions set forth in Clause 2.2(a) or a change in control being effected as contemplated in Clause 2.2(b), the Option shall be deemed to have been amended to permit the exercise thereof in whole or in part by the Executive at any time or from time to time prior to the completion of such transaction. For the purposes of this Agreement, a “Change in Control” shall be deemed to have occurred if any person, or any two or more persons acting as a group, and all affiliates of such person or persons, who prior to such time beneficially owned less than 20% of the then outstanding Shares, shall acquire such additional Shares in one or more transactions, or series of transactions, such that following such transaction or transactions, such person or group and affiliates beneficially own 20% or more of the Shares outstanding.
2.3 At 4:30 p.m., Calgary time, on the Expiration Date, the Share Option shall forthwith expire and terminate and be of no further force or effect whatsoever as to such of the Option Shares in respect of which the Share Option hereby granted has not then been exercised.
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