EXHIBIT 10.13
FORM
SAGAMORE HOLDINGS, INC.
STOCK OPTION AGREEMENT
A Stock Option (the "Option") is hereby granted by SAGAMORE HOLDINGS,
INC. a Florida corporation (the "Company"), to the person named below (the
"Optionee"), for and with respect to the common stock of the Company, $0.001 par
value per share ("Common Stock"), subject to the following terms and conditions:
Name of the Optionee: __________________
Number of Shares Subject to the Option:
--------
Option Price Per Share: ________
Date of Grant: ____________ ___, 200__
1. GRANT OF OPTION. Upon the terms and subject to the conditions set
forth herein and in the Sagamore Holdings, Inc. 2004 Stock Incentive Plan
("Plan"), the terms of which are hereby incorporated herein by reference, and in
consideration of the agreements of the Optionee set forth herein, the Company
hereby grants to the Optionee an option to purchase from the Company the number
of shares of Common Stock set forth above.
2. TERM OF OPTION. The term of the Option shall be ______________,
subject to the earlier termination for the reasons set forth in the Plan. Note
that if the Optionee is an employee of the Company, the term of the Option will
terminate earlier in the event the Optionee is no longer employed by the
Company, its subsidiaries or any other Company such Optionee was an employee of
on the date of grant.
3. EXERCISE SCHEDULE. The Option is immediately vested and exercisable.
4. ACCEPTANCE BY THE OPTIONEE. The exercise of the Option is
conditioned upon the acceptance by the Optionee of the terms and conditions set
forth herein and in the Plan, as amended from time to time, as evidenced by her
execution of this agreement and the return of an executed copy hereof to the
Company at the address set forth in Section 5 hereof no later than thirty (30)
days from the date hereof.
5. NOTICE OF EXERCISE. Written notice of an election to exercise any
portion of the Option, specifying the portion thereof being exercised, shall be
delivered by personal delivery or by certified mail, return receipt requested,
by the Optionee to:
Sagamore Holdings, Inc.
Attention: _________________
6. EXERCISE; NO TRANSFER OF OPTION. The Option may be exercised by the
Optionee during her lifetime and by the Optionee's Beneficiary (as defined in
the Plan) pursuant to Section 6.3(e)(i)(C) of the Plan and may not be
transferred other than by will or the applicable laws of descent or
distribution. The Option shall not otherwise be transferred, assigned, pledged
or hypothecated for any purpose whatsoever and is not subject, in whole or in
part, to execution, attachment or similar process. Any attempted assignment,
transfer, pledge or hypothecation or other disposition of the Option, other than
in accordance with the terms set forth herein, shall be void and of no effect.
7. EFFECT ON EMPLOYMENT. The Option does not confer on the Optionee any
right to employment by the Company, nor does it interfere in any way with (i)
any right which the Company may have to terminate the employment or alter the
duties of the Optionee at any time; or (ii) any right which the Optionee may
have to terminate her employment at any time.
8. OPERATING AGREEMENT. The exercise of the Option is conditioned upon
the Optionee executing the current Operating Agreement of the Company at the
time the Option is exercised.
9. CANCELLATION; CHANGE. In the event the Option shall be exercised in
whole, this agreement shall be surrendered to the Company for cancellation. In
the event the Option shall be exercised in part, or a change in the number of
designation of the Common Stock shall be made, this agreement shall be delivered
by the Optionee to the Company for the purpose of making appropriate notation
thereon, or of otherwise reflecting, in such manner as the Company shall
determine, the partial exercise or the change in the number or designation of
the Common Stock.
10. NEW JERSEY LAW GOVERNS. The Option and this agreement shall be
construed, administered and governed in all respects under and by the laws of
the State of New Jersey without regard to conflicts of laws principles thereof.
11. INCONSISTENCIES. In the event of any inconsistency between the
terms hereof and the terms of the Plan, the terms of the Plan shall govern and
the inconsistent terms hereof shall be deemed stricken.
[SIGNATURE BLOCK ON THE FOLLOWING PAGE]
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IN WITNESS WHEREOF, the Company has executed this Stock Option
Agreement on __________ __, 2004.
SAGAMORE HOLDINGS, INC.
By: _________________________________
Name: _________________________________
Its: _________________________________
The undersigned hereby accepts the foregoing Option and the terms and
conditions hereof.
By: _________________________________
Name:________________________________
Date:____________________
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