EXHIBIT NO. 3.6
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is dated for reference the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXX X. XXXXXX
0000 Xxxxxx Xxxxxx
Xxxxx Xxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is a director of the Company and the parties have agreed to
enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be a director
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 105,000 common shares of the Company at
the Exercise Price per share (the "Option").
-2-
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then purchased. When such
payment is received, the Company covenants and agrees to issue and deliver to
the Optionee share certificates for the number of shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while a director of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be a director
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
-3-
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
----------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
Xxxxx X. Xxxxxx
--------------------------------------
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXXX XXXXXX
0000 Xxxxxx Xxxxxx
Xxxxx Xxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is a director of the Company and the parties have agreed to
enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be a director
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 40,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while a director of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be a director
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-----------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
----------------------------------- Xxxxxx Xxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXXX XXXXXXXX
X.X. Xxx 000
Xxxxxxxx, Xxxxxxxxxx
00000
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is a director of the Company and the parties have agreed to
enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be a director
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 40,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while a director of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be a director
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-----------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
----------------------------------- Xxxxxx Xxxxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXXX XXXXXX
#78-1973 Winfield
Xxxxxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is a director of the Company and the parties have agreed to
enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be a director
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 40,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while a director of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be a director
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
----------------------------------- Xxxxxx Xxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXX XXXXXXXX
0000 Xxxxxxxx Xxxxxx
Xxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is an employee of the Company and the parties have agreed
to enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be an employee
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 25,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while an employee of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be an employee
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
----------------------------------- Xxxx Xxxxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXX XXXXXXX
0000 Xxxxxxx Xxxxxx
Xxxxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is an employee of the Company and the parties have agreed
to enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection with
the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be an employee
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 25,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee any
obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee otherwise
than by Will or the law of intestacy and the Option may be exercised during the
lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while an employee of the Company, the Option may
then be exercised by the Optionee's legal heirs or personal representatives to
the same extent as if the Optionee were alive and acting in such capacity, for a
period of six months after the Optionee's death but only for such shares as the
Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null and
void 30 days following the day upon which the Optionee ceases to be an employee
of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment, listed
on the Vancouver Stock Exchange, such amendment shall be subject to approval by
the Vancouver Stock Exchange and, if the Optionee is an insider of the Company
on the date hereof or is an insider of the Company at the date of the amendment,
the members of the Company.
10. In the event of any subdivision, consolidation or other change in the share
capital of the Company while any portion of the Option is outstanding, the
number of shares under option to the Optionee and the price thereof shall be
deemed adjusted in accordance with such subdivision, consolidation or other
change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the Optionee
in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's personal
representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------------
----------------------------------- Xxxxx XxxXxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXX XXXXXXXXXX
301 - 0000 - 000 Xxxxxx
Xxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is an employee of the Company and the parties have
agreed to enter into this Incentive Stock Option Agreement on the terms and
conditions hereinafter set forth to provide incentive to the Optionee in
acting in such capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises
and of the covenants and agreements herein contained the parties hereto
covenant and agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection
with the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be an
employee of the Company, the Optionee shall have and be entitled to and the
Company hereby grants to the Optionee an option to purchase from treasury, on
or before the Expiry Date, all or any portion of 20,000 common shares of the
Company at the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by
notice in writing to the Company accompanied by a certified cheque, or other
form of payment satisfactory to the Company, in favour of the Company for the
full amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee
any obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee
otherwise than by Will or the law of intestacy and the Option may be
exercised during the lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while an employee of the Company, the Option
may then be exercised by the Optionee's legal heirs or personal
representatives to the same extent as if the Optionee were alive and acting
in such capacity, for a period of six months after the Optionee's death but
only for such shares as the Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null
and void 30 days following the day upon which the Optionee ceases to be an
employee of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment,
listed on the Vancouver Stock Exchange, such amendment shall be subject to
approval by the Vancouver Stock Exchange and, if the Optionee is an insider
of the Company on the date hereof or is an insider of the Company at the date
of the amendment, the members of the Company.
10. In the event of any subdivision, consolidation or other change in the
share capital of the Company while any portion of the Option is outstanding,
the number of shares under option to the Optionee and the price thereof shall
be deemed adjusted in accordance with such subdivision, consolidation or
other change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the
Optionee in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's
personal representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------
---------------------------------- Xxxx XxXxxxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXXX XXXXXXXXX
#11 - 000 X. 00xx Xxxxxx
Xxxxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is an employee of the Company and the parties have agreed
to enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection
with the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be an employee
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 20,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee
any obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee
otherwise than by Will or the law of intestacy and the Option may be
exercised during the lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while an employee of the Company, the Option
may then be exercised by the Optionee's legal heirs or personal
representatives to the same extent as if the Optionee were alive and acting
in such capacity, for a period of six months after the Optionee's death but
only for such shares as the Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null
and void 30 days following the day upon which the Optionee ceases to be an
employee of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment,
listed on the Vancouver Stock Exchange, such amendment shall be subject to
approval by the Vancouver Stock Exchange and, if the Optionee is an insider
of the Company on the date hereof or is an insider of the Company at the date
of the amendment, the members of the Company.
10. In the event of any subdivision, consolidation or other change in the
share capital of the Company while any portion of the Option is outstanding,
the number of shares under option to the Optionee and the price thereof shall
be deemed adjusted in accordance with such subdivision, consolidation or
other change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the
Optionee in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's
personal representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------
----------------------------------- Xxxxxx XxXxxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is made as of the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXXXX XXXXXX
00000 Xxxxxxxxx
Xxxxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is an employee of the Company and the parties have
agreed to enter into this Incentive Stock Option Agreement on the terms and
conditions hereinafter set forth to provide incentive to the Optionee in
acting in such capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises
and of the covenants and agreements herein contained the parties hereto
covenant and agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection
with the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be an
employee of the Company, the Optionee shall have and be entitled to and the
Company hereby grants to the Optionee an option to purchase from treasury, on
or before the Expiry Date, all or any portion of 15,000 common shares of the
Company at the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by
notice in writing to the Company accompanied by a certified cheque, or other
form of payment satisfactory to the Company, in favour of the Company for the
full amount of the purchase price of the shares being then
-2-
purchased. When such payment is received, the Company covenants and agrees
to issue and deliver to the Optionee share certificates for the number of
shares so purchased.
4. This is an Option Agreement only and does not impose upon the Optionee
any obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee
otherwise than by Will or the law of intestacy and the Option may be
exercised during the lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while an employee of the Company, the Option
may then be exercised by the Optionee's legal heirs or personal
representatives to the same extent as if the Optionee were alive and acting
in such capacity, for a period of six months after the Optionee's death but
only for such shares as the Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null
and void 30 days following the day upon which the Optionee ceases to be an
employee of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment,
listed on the Vancouver Stock Exchange, such amendment shall be subject to
approval by the Vancouver Stock Exchange and, if the Optionee is an insider
of the Company on the date hereof or is an insider of the Company at the date
of the amendment, the members of the Company.
10. In the event of any subdivision, consolidation or other change in the
share capital of the Company while any portion of the Option is outstanding,
the number of shares under option to the Optionee and the price thereof shall
be deemed adjusted in accordance with such subdivision, consolidation or
other change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the
Optionee in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's
personal representatives to the extent provided in paragraph 6.
-3-
-4-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------
----------------------------------- Xxxxxx Xxxxxx
INCENTIVE STOCK OPTION AGREEMENT
THIS AGREEMENT is dated for reference the 29th day of July, 1994.
BETWEEN: STIRRUP CREEK GOLD LTD.
000 - 0000 000xx Xxxxxx
Xxxxxx, X.X.
X0X 0X0
(the "Company") OF THE FIRST PART
AND: XXXX X. XXXXXX
0000 Xxxxxx Xxxxx
Xxxxx, X.X.
X0X 0X0
(the "Optionee") OF THE SECOND PART
WHEREAS the Optionee is a director of the Company and the parties have agreed to
enter into this Incentive Stock Option Agreement on the terms and conditions
hereinafter set forth to provide incentive to the Optionee in acting in such
capacity;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the covenants and agreements herein contained the parties hereto covenant and
agree as follows:
1. In this Agreement, the following terms shall have the following meanings:
(a) "Exercise Price" shall be equivalent to the price at which shares of
the Company are offered for sale to the public under the Prospectus;
(b) "Expiry Date" shall mean the date that is five years from the date a
receipt is issued by the B.C. Securities Commission for the
Prospectus;
(c) "Prospectus" shall mean the final prospectus issued in connection
with the currently contemplated public offering of securities of the
Company, as receipted by the B.C. Securities Commission.
2. From the date hereof, and for so long as the Optionee shall be a director
of the Company, the Optionee shall have and be entitled to and the Company
hereby grants to the Optionee an option to purchase from treasury, on or before
the Expiry Date, all or any portion of 40,000 common shares of the Company at
the Exercise Price per share (the "Option").
3. The right to take up shares pursuant to the Option is exercisable by notice
in writing to the Company accompanied by a certified cheque, or other form of
payment satisfactory to the Company, in favour of the Company for the full
amount of the purchase price of the shares being then purchased. When such
payment is received, the Company covenants and agrees to issue and deliver to
the Optionee share certificates for the number of shares so purchased.
-2-
4. This is an Option Agreement only and does not impose upon the Optionee
any obligation to take up and pay for any of the shares under the Option.
5. The Option is non-assignable and non-transferable by the Optionee
otherwise than by Will or the law of intestacy and the Option may be
exercised during the lifetime of the Optionee only by the Optionee.
6. If the Optionee should die while a director of the Company, the Option
may then be exercised by the Optionee's legal heirs or personal
representatives to the same extent as if the Optionee were alive and acting
in such capacity, for a period of six months after the Optionee's death but
only for such shares as the Optionee was entitled to at the date of death.
7. Subject to paragraph 5 hereof, the Option shall cease and become null
and void 30 days following the day upon which the Optionee ceases to be a
director of the Company.
8. The provisions of this Agreement and the exercise of the rights
hereinbefore granted to the Optionee are subject to the approval of the B.C.
Securities Commission as evidenced by the issuance of a receipt for the
Prospectus; provided, however, that in the event this Agreement is not so
approved within one year of the date of this Agreement, this Agreement shall
thereafter be null and void and of no further force and effect.
9. This Agreement may only be amended by an instrument in writing signed by
the parties hereto, and if the Company is, at the time of such amendment,
listed on the Vancouver Stock Exchange, such amendment shall be subject to
approval by the Vancouver Stock Exchange and, if the Optionee is an insider
of the Company on the date hereof or is an insider of the Company at the date
of the amendment, the members of the Company.
10. In the event of any subdivision, consolidation or other change in the
share capital of the Company while any portion of the Option is outstanding,
the number of shares under option to the Optionee and the price thereof shall
be deemed adjusted in accordance with such subdivision, consolidation or
other change in the share capital of the Company.
11. The Company hereby covenants and agrees to reserve in its treasury
sufficient shares to permit the issuance and allotment of shares to the
Optionee in the event the Optionee exercises the Option.
12. Time shall be of the essence of this Agreement.
13. This Agreement shall enure to the benefit of and be binding upon the
Company, its successors and assigns and the Optionee and the Optionee's
personal representatives to the extent provided in paragraph 6.
-3-
IN WITNESS WHEREOF the parties have hereunto caused these presents to be
executed as of the day and year first above written.
STIRRUP CREEK GOLD LTD.
Per:
-------------------------------
SIGNED, SEALED AND DELIVERED
by the Optionee in the presence of:
----------------------------
----------------------------------- Xxxx X. Xxxxxx
