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Exhibit
99.2
SERACARE LIFE SCIENCES,
INC.
2001 STOCK INCENTIVE
PLAN
NONQUALIFIED STOCK OPTION
AGREEMENT
THIS NONQUALIFIED STOCK
OPTION AGREEMENT (this “Option Agreement” )
dated
by and between SeraCare Life Sciences, Inc., a Delaware corporation
(the “Corporation” ), and
(the “Participant” ) evidences the nonqualified
stock option (the “ Option ”) granted by the
Corporation to the Participant as to the number of shares of the
Corporation’s Common Stock, par value $0.001 per share, first
set forth below.
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Number of Shares of Common Stock:
1
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Award Date:
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Exercise Price per Share:
1
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$
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Expiration Date: 1, 2
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Vesting
1, 2
[To Be Determined]
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The Option is granted under
the SeraCare Life Sciences, Inc. 2001 Stock Incentive Plan, as
amended from time to time (the “Plan” ), and
subject to the Terms and Conditions of Nonqualified Stock Option
(the “Terms” ) attached to this Option Agreement
(incorporated herein by this reference) and to the terms and
conditions of the Plan. The Option has been granted to the
Participant in addition to, and not in lieu of, any other form of
compensation otherwise payable or to be paid to the Participant.
Capitalized terms are defined in the Plan if not defined herein.
The parties agree to the terms of the Option set forth herein. The
Participant acknowledges receipt of a copy of the Terms, the Plan
and the Prospectus for the Plan.
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| “PARTICIPANT” |
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SERACARE LIFE SCIENCES, INC. |
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a Delaware corporation |
| Signature |
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By: |
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| Print
Name |
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Its: |
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| Address |
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City, State, Zip Code
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CONSENT OF
SPOUSE
In consideration of the
Corporation’s execution of this Option Agreement, the
undersigned spouse of the Participant agrees to be bound by all of
the terms and provisions hereof and of the Plan.
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1
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Subject to
adjustment under Section 5.2 of the Plan.
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2
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Subject to
early termination under Section 2.6, 5.2 or 5.3 of the
Plan.
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TERMS AND CONDITIONS OF
NONQUALIFIED STOCK OPTION
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Vesting; Limits on Exercise; Incentive Stock Option
Status . |
The Option shall vest and
become exercisable, in such installments as set forth in the Option
Agreement. The Option may be exercised only to the extent the
Option is vested and exercisable.
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Cumulative
Exercisability . To the extent that the Option is vested and
exercisable, the Participant has the right to exercise the Option
(to the extent not previously exercised), and such right shall
continue, until the expiration or earlier termination of the
Option.
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No
Fractional Shares . Vesting as to fractional share interests
shall be rounded down to the nearest whole share and any such
fractional share interests shall be cumulated and shall vest on the
last vesting date.
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Minimum
Exercise . No fewer than 100 shares of Common Stock (subject to
adjustment) may be purchased at any one time, unless the number
purchased is the total number at the time exercisable under the
Option.
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Nonqualified Stock Option . The Option is a nonqualified
stock option and is not, and shall not be, an incentive stock
option within the meaning of Section 422 of the
Code.
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Continuance of Employment/Service Required; No
Employment/Service Commitment . |
The vesting schedule requires
continued employment or service through each applicable vesting
date a
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