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1. Parties: Identification of the option grantor and grantee, including full legal names and addresses
2. Background: Context of the agreement and brief description of the purpose of the option
3. Definitions: Defined terms used throughout the agreement, including 'Option', 'Exercise Period', 'Strike Price', etc.
4. Grant of Option: Clear statement of the option being granted, including type and scope
5. Option Period: Duration of the option, including start date and expiration date
6. Exercise Price: Specification of the price at which the option can be exercised
7. Exercise Procedure: Detailed process for exercising the option, including notice requirements
8. Representations and Warranties: Statements of fact and guarantees by both parties
9. Completion: Process and requirements for completing the transaction after option exercise
10. Transferability: Terms governing whether and how the option rights can be transferred
11. Termination: Circumstances under which the option agreement can be terminated
12. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
13. Notices: Process and requirements for formal communications between parties
14. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability
1. Tag-Along Rights: Include when option involves company shares and minority shareholder protection is needed
2. Drag-Along Rights: Include when majority shareholders need the right to force option exercise in case of company sale
3. Due Diligence Rights: Include when grantee needs right to conduct due diligence before exercise
4. Anti-Dilution Provisions: Include for share options to protect against dilution from corporate actions
5. Regulatory Compliance: Include when option involves regulated assets or requires regulatory approval
6. Multiple Option Holders: Include when there are multiple grantees with different rights or priorities
7. Security Provisions: Include when option is secured against other assets
8. Tax Provisions: Include specific tax treatment and obligations when relevant to the option structure
1. Description of Option Asset: Detailed description of the asset subject to the option (shares, property, etc.)
2. Form of Exercise Notice: Template notice for exercising the option
3. Calculation of Exercise Price: Formula or methodology for determining the exercise price if variable
4. Required Consents: List of third-party or regulatory consents required for exercise
5. Encumbrances: List of any existing encumbrances on the option asset
6. Due Diligence Information: List of documents and information to be provided for due diligence
7. Completion Requirements: Detailed list of documents and actions required at completion
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