EXHIBIT 10.9.2
CNB HOLDINGS, INC.
AMENDMENT TO
NONQUALIFIED OPTION FOR
COMMON STOCK AGREEMENT
($1.00 PAR VALUE)
This Amendment to Nonqualified Stock Option Agreement dated , by and
between CNB Holdings, Inc. ("Company") and ----------- --------- ("Grantee").
WHEREAS, Company and Grantee entered in to an Nonqualified Stock Option
Agreement dated _____________________ (the "Option Agreement"); and
WHEREAS, Company and Grantee desire to amend the Option Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual
agreements hereinafter set forth, the parties agree as follows:
1. Section 4 of the Option Agreement is hereby amended by deleting it
in its entirety and substituting in lieu thereof a new paragraph providing as
follows:
4. EXPIRATION OF OPTION. This Option shall expire, shall
become null and void and shall be of no further force and effect upon
the earlier of the following events to occur:
(a) ten years after the Date of Xxxxx; or
(b) thirty days after the Company has notified
Grantee that Company's primary federal regulator has
determined that Company's capital has fallen below such
regulator's requirements.
2. Section 9 of the Option Agreement is hereby amended by deleting the
words "subject to paragraph 4(d) hereof' in the third and forth lines of the
Section.
3. Except as amended hereby, the terms, conditions, covenants,
agreements, representations and warranties contained in the Option Agreement
shall remain unaffected hereby and shall continue in full force and effect.
4. This Amendment may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly
executed by their duly authorized officers as of the date first written above.
ATTEST: "Company"
CNB HOLDINGS, INC.
By:
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, Secretary Its:
------------------- ------------------------
[CORPORATE SEAL]
"Optionee"
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Witness
