{{company_name}}
{{company_address}}
Phone: {{phone}} | Email: {{email}} | Web: {{website}}
Option to Buy Agreement
Option to Buy Agreement
THIS OPTION TO BUY AGREEMENT
This Option to Buy Agreement ("Agreement") is made and entered into on this {{day}} day of {{month}}, {{year}} ("Effective Date"), by and between:
THE GRANTOR
{{grantor_company_name}}, a company duly incorporated under the laws of {{grantor_jurisdiction}}, with its registered office located at {{grantor_address}} (hereinafter referred to as "the Grantor");
AND
THE GRANTEE
{{grantee_company_name}}, a company duly incorporated under the laws of {{grantee_jurisdiction}}, with its registered office located at {{grantee_address}} (hereinafter referred to as "the Grantee").
BACKGROUND
A. The Grantor is the legal and beneficial owner of {{description_of_assets_or_equity_being_optioned}} (hereinafter referred to as "the Optioned Assets").
B. The Grantee desires to obtain an option to purchase the Optioned Assets from the Grantor.
C. The Grantor is willing to grant such an option to the Grantee, subject to the terms and conditions set forth in this Agreement.
1. GRANT OF OPTION
1.1. In consideration of the Option Fee specified in Clause 2, the Grantor hereby grants to the Grantee an exclusive option ("the Option") to purchase the Optioned Assets.
1.2. The Option shall be exercisable by the Grantee in accordance with the terms and conditions set out in this Agreement.
2. OPTION PERIOD AND FEE
2.1. The Option shall commence on the Effective Date and shall continue for a period of {{option_period_duration}} (e.g., twelve (12) months) ("Option Period").
2.2. The Grantee shall pay to the Grantor a non-refundable option fee of {{option_fee_currency}} {{option_fee_amount}} ({{option_fee_written_amount}}) upon the signing of this Agreement ("Option Fee").
2.3. The Option Fee shall not be credited towards the purchase price if the Option is exercised.
3. EXERCISE OF OPTION
3.1. The Grantee may exercise the Option at any time during the Option Period by providing written notice to the Grantor ("Exercise Notice").
3.2. The Exercise Notice shall clearly state the Grantee's intention to exercise the Option and shall specify the date of such exercise.
3.3. Upon exercise of the Option, the parties shall enter into a definitive sale agreement for the purchase of the Optioned Assets, the terms of which shall be substantially in the form attached hereto as Schedule A, or as otherwise agreed between the parties.
4. PURCHASE PRICE
4.1. The purchase price for the Optioned Assets shall be {{purchase_price_currency}} {{purchase_price_amount}} ({{purchase_price_written_amount}}) ("Purchase Price").
4.2. The Purchase Price shall be payable on the closing date of the sale agreement, in accordance with the terms of the sale agreement.
5. REPRESENTATIONS AND WARRANTIES
5.1. The Grantor represents and warrants that it has the full legal right, power, and authority to enter into this Agreement and to grant the Option hereunder.
5.2. The Grantor further represents and warrants that the Optioned Assets are free and clear of all liens, encumbrances, and adverse claims, or will be at the time of transfer.
6. GOVERNING LAW AND JURISDICTION
6.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.
6.2. The parties irrevocably submit to the exclusive jurisdiction of the courts of {{governing_law_jurisdiction}} for the purpose of settling any dispute arising out of or in connection with this Agreement.
7. CONFIDENTIALITY
7.1. All information exchanged between the parties in connection with this Agreement shall be kept confidential and shall not be disclosed to any third party without the prior written consent of the other party.
8. ENTIRE AGREEMENT
8.1. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.
IN WITNESS WHEREOF, the parties have executed this Option to Buy Agreement on the Effective Date first written above.
FOR THE GRANTOR:
___________________________
Name: {{grantor_signatory_name}}
Title: {{grantor_signatory_title}}
Date: ___________________________
FOR THE GRANTEE:
___________________________
Name: {{grantee_signatory_name}}
Title: {{grantee_signatory_title}}
Date: ___________________________
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