COMMUNITY FIRST BANCORP, INC.
STOCK OPTION CANCELLATION AGREEMENT
This Agreement (the "Cancellation Agreement") is made and entered into
on December __, 2005 ("Effective Time") by and between ___________________ (the
"Option Holder") and Community First Bancorp, Inc. (the "Corporation").
WHEREAS, the Corporation is required to implement Financial Accounting
Standards Board Statement 123R ("FAS 123R") by January 1, 2006 for financial
accounting purposes related to stock options; and
WHEREAS, the Corporation previously adopted the 2004 Stock Option Plan
(the "Plan"); and
WHEREAS, the exercise price of the options granted under the Plan on
May 20, 2004 is significantly higher than the current market value of the stock
of the Corporation; and
WHEREAS, the Option Holder is the holder of options ("Options") to
purchase shares of common stock of the Corporation ("Common Stock") as evidenced
by a Stock Option Agreement between the Corporation and the Option Holder; and
WHEREAS, the Option Holder was awarded the following Options under the
Plan:
Number of Options Option Price
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WHEREAS, the participants in the Plan as directors and stockholders of
the Corporation have determined that it is in the best interests of the
Corporation and the Option Holder to cancel the options awarded under the Plan
in exchange for no additional consideration.
The Option Holder certifies that no payment
is received in exchange for the cancellation of all
Options held by the Option Holder as of the Effective Time, and that the Option
Holder hereby irrevocably waives any claim for compensation in exchange for
cancellation of the Options.
Except as otherwise expressly provided herein, this Cancellation
Agreement (including the documents and instruments referred to herein)
constitutes the entire understanding between the Corporation and the Option
Holder relating to the Options and the cancellation of such Options as set forth
above, and supersedes any matters to the contrary that may be contained in any
other agreement, plan or document, both written and oral, relating to the
Options. No amendments or additions to this Cancellation Agreement shall be
binding unless made in writing and signed by both parties hereto. This
Cancellation Agreement shall be governed by the laws of the Commonwealth of
Kentucky.
IN WITNESS WHEREOF, the Corporation has caused this Cancellation Agreement to be
executed by its duly authorized officers and Option Holder has hereunto set his
hand and seal, all as of the date and year first written above as evidence of
the agreement between the parties with respect to the cancellation of the
Options detailed herein.
COMMUNITY FIRST BANCORP, INC.
By: _____________________________________
Its: _____________________________________
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Attest
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Witness Option Holder
