IMMUCELL
CORPORATION
EXHIBIT 10.2
FORM OF INCENTIVE STOCK OPTION
AGREEMENT
ImmuCell Corporation, a Delaware
corporation (hereinafter the “Company”), hereby grants
to __________ (the “Optionee”), pursuant to the
Company’s 1989 Stock Option and Incentive Plan (hereinafter
the “1989 Plan’), a copy of which is attached hereto as
Exhibit A , and Incentive Stock Option (the
“Option”) to purchase ______(
) shares of common stock of the Company at price of $________ per
share, such price being equal to the Fair Market Value (as defined
in the 1989 Plan) of the common stock on the date
hereof.
This Option is specifically subject
to all of the terms and conditions of the 1989 Plan with the same
force and effect as if fully set forth in this Option. In the event
of any inconsistency or misunderstanding with respect to the terms
of this Option, as compared with the provisions of the 1989 Plan,
the provisions of the 1989 Plan shall control and
prevail.
1. EXERCISE
.
This Option may be exercised in full
or in part pursuant to the procedures and requirements set forth in
the 1989 Plan. This Option shall be exercisable according to the
following schedule:
The purchase price for the shares
purchased upon exercise of this Option shall be paid in cash or
certified check, or at the discretion of the Compensation and Stock
Option Committee of the Board of Directors of the Company
(i) by the delivery of shares of the Company’s common
stock with a Fair Market Value at the time
