Exhibit 10.2
SOUTHERN CONNECTICUT BANCORP, INC.
Southern Connecticut Bancorp, Inc. 2005 Stock Option and Award Plan
No. _______
INCENTIVE STOCK OPTION
THIS AGREEMENT, made as of the grant date indicated in Section 3 below,
and between Southern Connecticut Bancorp, Inc. (the "Company"), and the
undersigned individual (the "Optionee"), pursuant to the Southern Connecticut
Bancorp, Inc. 2005 Stock Option and Award Plan (the "Plan"). (Terms not defined
herein shall have the same meaning as in the Plan.)
WHEREAS, the Optionee is a person eligible for grants of Options under
the Plan, and the Company, through the Plan's Committee, has approved the grant
of Incentive Stock Options ("Options") under the Plan to the Optionee.
NOW, THEREFORE, in consideration of the terms and conditions of this
Agreement and pursuant to the Plan, the parties agree as follows:
1. Grant of Options. The Company hereby grants to the Optionee the right
and option to purchase from the Company, at the exercise price set
forth in Section 3 below, all or any part of the aggregate number of
shares of Common Stock of the Company (the "Shares") set forth in said
Section 3.
2. Terms and Conditions. It is understood and agreed that the Option
evidenced hereby is subject to the provisions of the Plan (which are
incorporated herein by reference) and the following terms and
conditions:
a. Expiration Date: The Option evidenced hereby shall expire on
the date specified in Section 3 below, or at such earlier date
as is provided in Section 8 of the Plan upon termination of
Optionee's employment.
b. Exercise of Option. The Option evidenced hereby shall be
exercisable from time to time by submitting an appropriate
notice of exercise ten days prior to the date of exercise
specifying the number of shares for which the Option is being
exercised, addressed to the Company at its principal place of
business
and either:
(i) Cash Only Exercise -- submitting the
full cash purchase price of the
exercised Shares; or
(ii) Share Exercise -- tendering Shares
(which have been held at least 6
months) in an amount sufficient to
provide the full purchase price, or
(iii) Combination -- tendering a
combination of (i) and (ii) above.
c. Withholding Taxes. Without regard to the method of exercise
and payment, the Optionee shall pay to the Company, upon
notice of the amount due, any withholding taxes payable with
respect to such exercise or a subsequent disqualifying
disposition, which payment may be made with Shares which would
otherwise be issued pursuant to the Option.
d. Exercise Schedule. Pursuant to Section 7(b) of the Plan and
except as otherwise provided in Section 18 of the Plan, the
Option will become exercisable as set forth below:
For the period ending: Percent of grant exercisable:
-------------------------- -----------------------------
e. Compliance with Laws and Regulations. The Option evidenced
hereby is subject to restrictions imposed at any time on the
exercise or delivery of Shares in violation of the By-Laws of
the Company or of any law or governmental regulation that the
Company may find to be valid and applicable.
f. Notification of Disqualifying Dispositions. The Optionee
hereby agrees to immediately notify the Company in writing if
any Shares acquired through exercise of the Option is sold
within one year of the date such Shares are acquired or two
years from the date the Option is granted.
g. Interpretation. Optionee hereby acknowledges that this
Agreement is governed by the Plan, a copy of which Optionee
hereby acknowledges having received, and by such
administrative rules and regulations relative to the Plan and
not inconsistent therewith as may be adopted and amended from
time by the Committee (the "Rules"). Optionee agrees to be
bound by the terms and provisions of the Plan and the Rules.
3. Option Data
Optionee's Name: ________________________
Number of Shares
Subject to this Option: ________________________
Grant Date: ________________________
Exercise Price Per Share: ________________________
Expiration Date: ________________________
IN WITNESS WHEREOF, the Company has caused this instrument to
be executed by its authorized officer, as of the Grant Date identified in
Section 3.
SOUTHERN CONNECTICUT BANCORP, INC.
By: ________________________
Name:
Title:
AGREED TO:
_____________________________
Signature of the Optionee
Date: ________________________
