Exhibit 99.2
INCENTIVE STOCK OPTION AGREEMENT
This Incentive
Stock Option Agreement (“Agreement”) has been entered
into as of the ___ day of ___ 20___, between NorthWest Indiana
Bancorp, an Indiana corporation (the “Company”), and
___, an employee of the Company or one of its affiliates
(“Participant”), pursuant to the Company’s
Amended and Restated 2004 Stock Option and Incentive Plan (the
“Plan”).
WHEREAS, the
committee of the Board of Directors of the Company appointed to
administer the Plan (the “Committee”) has granted to
Participant an option to purchase shares of the Company’s
Common Stock pursuant to the terms and conditions as provided in
the Plan and this Agreement; and
WHEREAS, the
Company and Participant desire to set forth the terms and
conditions of the option;
NOW, THEREFORE, in
consideration of the mutual covenants and agreements contained in
this Agreement, the Company and the Participant agree as
follows:
Section 1 . Grant of Option and Exercise Price .
Subject to the terms and conditions stated in the Plan and this
Agreement, on ___, ___ (the “Date of Grant”), the
Committee granted to Participant an option (the
“Option”) to purchase ___ shares of the Company’s
Common Stock (the “Shares”) at an exercise price of
$___ per Share (the “Exercise Price”).
Section 2 . Incentive Stock Option . The Option
is intended to qualify as an incentive stock option under
Section 422 of the Internal Revenue Code of 1986, as
amended.
Section 3 . Exercise of Option . The Option
shall become exercisable as follows or on such earlier date as
provided in the Plan: ___.
Section 4 . Term of Option . Unless sooner
terminated as provided in the Plan and this Agreement, the Option
shall expire on ___, ___.
Section 5 . Method of Exercise . The Participant
may exercise the Option in the manner stated in the
Plan.
Section 6 . Restriction on Transfer . The
Participant shall not sell, assign, transfer, pledge or otherwise
encumber the Option except, in the event of death of Participant,
by will or the laws of descent and distribution.
Section 7 . Termination . If the Participant
ceases to maintain Continuous Service for cause, or voluntarily for
any reason other than death, Disability or Retirement,
