; and (II) treat options, convertible securities, and agreements described in subclause (I) as though the rights granted have been exercised. (ii) Agreements to open or continue negotiations An agreement to open or continue negotiations towards the possibility of a merger or a sale of stock at some later date is not considered an agreement in principle and is not given present effect. (iii) Conditions precedent Stock options, convertible securities, and agreements that are subject to conditions precedent that are incapable of fulfillment, speculative, conjectural, or unenforceable under State or Federal law, or where the probability of the transaction (or exercise of the rights) occurring is shown to be extremely remote, are not given present effect. (iv) Ability to divest The Administrator shall not give present effect to individuals', concerns', or other entities' ability to divest all or part of their ownership interest to avoid a finding of affiliation. (C) Determining the concern's size In determining the size of a concern, the Administrator counts the receipts, employees, or the alternate size standard (if applicable) of the concern whose size is at issue and all of the domestic and foreign affiliates of the concern, regardless of whether the affiliates are organized for profit. (D) Exceptions to affiliation The exceptions to affiliation described in section 121.103(b) of title 13, Code of Federal Regulations, or any successor regulation, shall apply. . (b) Franchise directory Not later than 30 days after the date of enactment of this Act, the Administration shall publish and maintain on the website of the Administration a Franchise Directory, which shall contain a list that lenders and certified development companies may use in evaluating whether a franchise is eligible for financing from the Administration. 205. Loan authorization (a) 7(a) loans Section 7(a)(1) of the Small Business Act ( 15 U.S.C. 636(a)(1) ), as amended by section 204(a) of this Act, is amended by adding at the end the following: (F)