This option to acquire partnership interests template has 13 pages and is a MS Word file type listed under our legal agreements documents.
Sample of our option to acquire partnership interests template:
OPTION TO ACQUIRE PARTNERSHIP INTERESTS This Option to Acquire Partnership Interests (the "Agreement") is effective [DATE], BETWEEN: [FIRST PARTY NAME] (the "Optionee"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the "Limited Partnership"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [THIRD PARTY NAME] (the "Managing General Partner"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS for the sum of [AMOUNT] and other good and valid consideration paid by the Optionee to the Limited Partnership, of which the Limited Partnership hereby acknowledges receipt whereof quit, the Limited Partnership wishes to grant to the Optionee the option to acquire certain partnership interests in the Limited Partnership; WHEREAS the Optionee and the Limited Partnership wish by these presents to fix the partnership interests in the Limited Partnership which the Optionee may acquire, the modalities of the exercise of such options and their respective rights and obligations; WHEREAS the Managing General Partner has hereto intervened to bind itself and to undertake to cause the Limited Partnership to perform its obligations as hereinafter set forth; NOW, THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION, the sufficiency and receipt of which are hereby acknowledged, the [COMPANY NAME] hereto have agreed as follows: INTERPRETATION Definitions The capitalized words and expressions used in this Agreement, in its Schedules or in any document supplemental or ancillary hereto, unless there be something in the subject or the context inconsistent therewith, shall have the meanings ascribed to them in Schedule "A", or if not defined therein shall have the meanings ascribed to them in the Credit Agreement. General Interpretation. Unless there be something in the subject or the context inconsistent therewith, words importing the singular only shall include the plural and vice versa, words importing the masculine gender shall include the feminine gender and vice versa, and all references to currency shall mean [COUNTRY] currency. Division into Articles The division of this Agreement into Articles, Sections, subsections, paragraphs and subparagraphs and the insertion of titles are for convenience of reference only and do not affect the meaning or the interpretation of this Agreement. Governing Law This Agreement and the interpretation and enforcement thereof shall be governed by and in accordance with the [YOUR COUNTRY LAW] of the Province of [STATE/PROVINCE] and the federal [YOUR COUNTRY LAW] of [COUNTRY] applicable therein. GRANT OF OPTION Grant of Option Subject to the terms and conditions herein contained, and notwithstanding any other agreement between the parties hereto which might otherwise limit or prohibit the present option, the Limited Partnership hereby grants to the Optionee, hereby present and accepting, the irrevocable option to acquire [NUMBER] Units of the Limited Partnership at [AMOUNT] per Unit (the "Optioned Units") as a General Partner of the Limited Partnership for an aggregate purchase price of [AMOUNT] (the "Option Price"). Application to Subordinated Loans In the event that the Optionee shall make Subordinated Loans (as defined by the Partnership Agreement) and exercises its option pursuant thereto to convert same to Units, such conversion shall be made in accordance with the provisions of the Partnership Agreement, in which event the provisions hereof shall apply mutatis mutandis. Payment of Option Price On the Default Exercise Date, or on or before the Effective Exercise Date (as the case may be), the obligation of the Optionee, and on the Call Date or the Default Call Date the obligation of the Initial Special Partner, to pay the Option Price shall be discharged as follows: pro tanto, by the Optionee executing and delivering to the Limited Partnership an assignment agreement effective as of (i) the Effective Exercise Date in the case of the Option or (ii) the Default Exercise Date in the case of the Default Option or by the Initial Special Partner executing and delivering to the Limited Partnership an assignment agreement effective as of (iii) the Effective Call Date in the case of the Call, or (iv) on or before the Default Call Date in the case of the Default Call, as the case may be, in each case, in the form of Schedule "B" hereto (the "Assignment Agreement") under the terms of which the Loans outstanding as of the effective date of such assignment shall be assigned and ceded, pro tanto, to the Limited Partnership. The Limited Partnership and the Managing General Partner hereby acknowledge that the execution and delivery by the Optionee or the Initial Special Partner (as the case may be) of the Assignment Agreement as aforesaid shall for all purposes and at [YOUR COUNTRY LAW] constitute the cession and assignment of the Loans to the Limited Partnership and the obligation of the Optionee or the Initial Special Partner (as the case may be) to pay the Option Price pro tanto shall thereby be fully discharged; and to the extent that the Option Price exceeds the aggregate of the Loans, the balance of the Option Price not paid pursuant to subsection 2.3.1 above shall be paid by operation of Section 5.3(c) of the Partnership Agreement, in consideration of the issuance of the Lender LC to the Senior Agent. CONDITIONS OF EXERCISE OF OPTION Exercise Period The present option may be exercised by the Optionee at any time on or after [DATE] but by or before [DATE] (the "Exercise Period"); provided, however, that notwithstanding the date of the exercise of the Option during the Exercise Period, the Option shall be effective and the Optioned Units shall be issued to the Optionee only on the Effective Exercise Date. On and from the Effective Exercise Date and until such time as the Partnership shall issue and deliver to the Optionee the Unit Certificate for the Optioned Units, the Note shall for all purposes constitute a Unit Certificate duly issued pursuant to Section 4.3 of the Partnership Agreement in the form of Schedule "D" thereto certifying that the Optionee is the registered holder of [NUMBER] Units in the Limited Partnership, which Units are held subject to the terms of and are entitled to the benefit of the Partnership Agreement, as if same had been signed by the Managing General Partner and signed and registered by the transfer agent and registrar of the Limited Partnership. Default Option Notwithstanding the foregoing, in the event that the Optionee has exercised its rights under Section 10.2 of the Credit Agreement or a Shareholder Agreement Event of Default shall have occurred and shall be continuing, then the Optionee may concurrently therewith and immediately exercise its option to acquire the Optioned Units (the "Default Option"). On and from the Default Exercise Date and until such time as the Partnership shall issue and deliver to the Optionee the Unit Certificate for the Optioned Units, the Note shall for all purposes constitute a Unit Certificate duly issued pursuant to Section 4.3 of the Partnership Agreement in the form of Schedule "D" thereto certifying that the Optionee is the registered holder of [COMPANY NAME] Units in the Limited Partnership, which Units are held subject to the terms of and are entitled to the benefit of the Partnership Agreement, as if same had been signed by the Managing General Partner and signed and registered by the transfer agent and registrar of the Limited Partnership. Method of Exercise of Option The Optionee shall exercise the Option by tendering to the Limited Partnership during the Exercise Period the following documents:
