Exhibit 10.19
Name
SOUTHERN CONNECTICUT BANCORP, INC.
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. 2002 Stock Option 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) Shares 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. The Option will become exercisable
as set forth in Section 7(b) of the Plan.
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.
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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:
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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:
Optionee:
____________________________________________
Date: ______________________
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