Termination Protection Agreement Sample Contracts

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TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • September 14th, 2000 • Harcourt General Inc • Retail-department stores • Massachusetts

Executive is a skilled and dedicated employee who has important management responsibilities and talents which benefit the Company. The Company believes that its best interests will be served if Executive is encouraged to remain with the Company or its Subsidiaries. The Company has determined that Executive's ability to perform Executive's responsibilities and utilize Executive's talents for the benefit of the Company, and the Company's ability to retain Executive as an employee, will be significantly enhanced if Executive is provided with fair and reasonable protection from the risks of a change in control of the Company. Accordingly, the Company and Executive agree as follows:

Contract
Termination Protection Agreement • May 5th, 2020

EX-10.1 2 ex10_1.htm EXHIBIT 10.1 Exhibit 10.1 TERMINATION PROTECTION AGREEMENT THIS TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Joan Hilson (the “Executive”), dated as of March 11, 2019. W I T N E S S E T H WHEREAS, the Company and its affiliates are engaged in the business of operating chains of retail jewelry stores in the United States, the United Kingdom and Canada; WHEREAS, the Company desires to employ the Executive, and the Executive desires to be employed by Signet Jewelers Limited, a Bermuda corporation (“Signet,” and, together with its subsidiaries, the “Signet Group”, which for purposes of this Agreement is an affiliate of the Company), effective as of March 18, 2019, subject to the terms and provisions of this Agreement. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein and for other

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 6th, 2010 • Thomas & Betts Corp • Electric lighting & wiring equipment • Tennessee

AGREEMENT effective May 5, 2010 between Thomas & Betts Corporation and its successors and assigns (the “Company”) and Peggy P. Gann (“Executive”).

EX-10.3 5 y89325exv10w3.htm TERMINATION PROTECTION AGREEMENT VIEWPOINT CORPORATION TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 5th, 2020 • New York

AGREEMENT effective April 30, 2003 between VIEWPOINT CORPORATION, a Delaware Corporation with its principal office at 498 Seventh Avenue, New York, NY 10018 (the “Company”) and Sreekant Kotay (“Executive”).

AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • September 1st, 2022 • Signet Jewelers LTD • Retail-jewelry stores

THIS AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and between Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Virginia Drosos (the “Executive”), dated as of March 15, 2022.

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • August 13th, 2003 • Arena Pharmaceuticals Inc • Services-commercial physical & biological research • California

WHEREAS, Executive has important management responsibilities and talents which benefit the Company and its affiliates; and

EX-10.19 5 esl-ex1019_2460.htm EX-10.19 TERMINATION PROTECTION AGREEMENT, as amended and restated November __, 2015
Termination Protection Agreement • May 5th, 2020

This Agreement (“Agreement”) is an amendment and restatement made this ______ day of November, 2015 of the Termination Protection Agreement between Esterline Technologies Corporation, a Delaware corporation, with its principal offices at 500 108th Avenue N.E., Suite 1500, Bellevue, Washington 98004 (the “Company”) and _____________ (the “Executive”) made _____________, as amended and restated effective ____________ (the “Original TPA”).

APPLETON PAPERS INC. TERMINATION PROTECTION AGREEMENT AMENDED AND RESTATED
Termination Protection Agreement • March 27th, 2009 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes) • Wisconsin

AGREEMENT amended and restated dated as of December 17, 2008, between Appleton Papers Inc. (the "Corporation") and M. Kathleen Bolhous (the "Executive"). Unless otherwise indicated, terms used herein and defined in Schedule A shall have the meanings assigned to them in Schedule A.

SECOND AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENT FOR CORPORATE EXECUTIVES
Termination Protection Agreement • February 22nd, 2011 • Radioshack Corp • Retail-radio, tv & consumer electronics stores

THIS SECOND AMENDED AND RESTATED AGREEMENT (the “Agreement”) effective as of the 31st day of December, 2010 (the “Effective Date”), by and between the "Company" (as hereinafter defined) and James F. Gooch (the "Executive").

EX-10.2 3 a08-31127_1ex10d2.htm EX-10.2 T1 AMENDED AND RESTATED TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 5th, 2020 • California

The Termination Protection Agreement, between Arena Pharmaceuticals, Inc. (the “Company”) and [NAME] (“Executive”), originally effective on December 20, 2002 (the “Original Agreement”), is hereby amended and restated on December 30, 2008 (as amended, this “Agreement”).

EX-10.3 4 dex103.htm TERMINATION PROTECTION AGREEMENT TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 5th, 2020

This Agreement (“Agreement”) is an amendment and restatement made this day of , of the agreement made , between Esterline Technologies Corporation, a Delaware corporation, with its principal offices at 500 108th Avenue N.E., Suite 1500, Bellevue, Washington 98004 (the “Company”) and (the “Executive”).

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 25th, 2016 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes) • Wisconsin

AGREEMENT dated as of _______________, between Appvion, Inc. (the "Corporation") and ____________________________ (the "Executive"). Unless otherwise indicated, terms used herein and defined in Schedule A shall have the meanings assigned to them in Schedule A.

EX-10.1 2 dex101.htm FORM OF TERMINATION PROTECTION AGREEMENT TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 5th, 2020 • Washington

This Agreement (“this Agreement”) is made as of the day of , 2006, between LONGVIEW FIBRE COMPANY, a Washington corporation, with its principal offices at Longview, Washington (hereinafter called the “Company”), and (hereinafter called “Employee”).

EX-10.1 2 dex101.htm FORM OF TERMINATION PROTECTION AGREEMENT FORM OF TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 5th, 2020 • Texas

THIS TERMINATION PROTECTION AGREEMENT (the “Agreement”) is entered into between Union Drilling, Inc., a Delaware corporation (the “Company”) and [ ] (the “Executive”).

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • June 28th, 2021 • Olaplex Holdings, Inc. • Perfumes, cosmetics & other toilet preparations • Delaware

This TERMINATION PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of January 28, 2020 by and between Olaplex, Inc. (formerly Penelope Acquisition Corp.) (the “Company”) and JuE Wong (the “Executive”), and is effective as of the Closing Date, as such term is defined in the Purchase Agreement by and among Olaplex LLC, Liqwd, Inc., Christal Family Trust Dated May 22, 2014, Christal Investment Trust Dated May 22, 2014, the Company and the other parties thereto, dated as of November 17, 2019 (the “Purchase Agreement”). In the event that the Closing (as such term is defined in the Purchase Agreement) does not occur, this Agreement will be void and of no force or effect.

FIRST AMENDMENT TO TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 4th, 2010 • Thomas & Betts Corp • Electric lighting & wiring equipment

WHEREAS, a Termination Protection Agreement (the “Agreement”) was entered into effective December 3, 2008 between Thomas & Betts Corporation and its successors and assigns (the “Company”) and William E. Weaver, Jr. (“Executive”).

Amendment A to the Termination Protection Agreement between [Executive Officer] and Esterline Technologies Corporation
Termination Protection Agreement • January 19th, 2001 • Esterline Technologies Corp • Special industry machinery, nec

Pursuant to a resolution by the Board of Directors at its June 8, 2000 meeting, Section 5.2 of the Termination Protection Agreement between [Executive Officer] and Esterline Technologies Corporation, dated [date], shall be remove and replaced with the following provision:

March 5, 2007
Termination Protection Agreement • June 21st, 2007 • CZT/ACN Trademarks, L.L.C. • Services-management consulting services

You have been advised by The Nielsen Company B.V. that your position will be eliminated as a result of the recent Change in Control of the Company as defined in that certain Termination Protection Agreement dated November 1, 2005 by and between the Company and you (the “TPA”). All capitalized terms not otherwise defined herein shall have the meaning set forth in the TPA. The Company acknowledges your right to benefits under the TPA, and this letter is intended to confirm our understanding and agreement with respect to your separation from service with The Nielsen Company B.V. and its subsidiaries (collectively, the “Company”) as follows:

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TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 16th, 2009 • Bowne & Co Inc • Commercial printing • New York

The Agreement as of (the “Effective Date”) by and between Bowne & Co., Inc., a New York corporation (together with its subsidiaries and affiliates and, after a Change in Control Event (as defined herein), any successor or successors thereto, the “Corporation”), and (the “Executive”) is hereby amended and restated as of December 31, 2008 (the “Amended Date”). Amounts deferred and vested under this Agreement prior to January 1, 2005 shall be grandfathered and therefore shall continue to be governed by the terms of the Agreement as in effect on . Any amendments to the Agreement on or after October 4, 2004 will not affect the foregoing grandfathered amounts unless specifically stated.

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • February 6th, 2014 • Signet Jewelers LTD • Retail-jewelry stores

THIS TERMINATION PROTECTION AGREEMENT (as hereinafter amended from time to time, this “Agreement”) is made and entered into by and among Sterling Jewelers Inc., a Delaware corporation (the “Company”) and Michael W. Barnes (the “Executive”), effective as of February 1, 2014 (the “Effective Date”).

FIRST AMENDMENT TO TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • May 6th, 2011 • Thomas & Betts Corp • Electric lighting & wiring equipment

WHEREAS, a Termination Protection Agreement (the “Agreement”) was entered into effective May 6, 2009 between Thomas & Betts Corporation and its successors and assigns (the “Company”) and Charles L. Treadway (“Executive”); and

FIRST AMENDMENT TO APPLETON PAPERS INC. TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 11th, 2008 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes)

This First Amendment (“Amendment”) to the Appleton Papers Inc. Termination Protection Agreement effective April 4, 2005 (“Agreement”) is made by and among Appleton Papers Inc. (the “Corporation”) and Mark R. Richards (the “Executive”). The terms and conditions of this Amendment are as follows:

CLARIFYING AMENDMENT TO APPLETON PAPERS INC. TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 11th, 2011 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes)

WHEREAS, it has come to the attention of the Corporation that the definition of a “change in control” appearing in the Appleton Papers Inc. Termination Protection Agreement (the “Agreement”), effective ______________, does not reflect the intention of the Corporation or the Executive, insofar as such definition would, in certain circumstances, fail to encompass a change in control by the Corporation’s corporate parent, but would, in certain circumstances, encompass an internal reorganization of the Corporation or its controlled group; and

TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • June 6th, 2005 • Thomas & Betts Corp • Electric lighting & wiring equipment • Tennessee

AGREEMENT effective June 1, 2005 between Thomas and Betts Corporation and its successors and assigns (the “Company”) and Stanley P. Locke (“Executive”).

Form of TERMINATION PROTECTION AGREEMENT (Tier I Executives)
Termination Protection Agreement • June 21st, 2007 • CZT/ACN Trademarks, L.L.C. • Services-management consulting services • New York

The Company desires to induce Executive to remain in employment by providing Executive protection in the event of a change in ownership or control of the Company; and

FORM OF TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • August 14th, 2001 • Juno Online Services Inc • Services-computer programming, data processing, etc. • New York

THIS TERMINATION PROTECTION AGREEMENT is entered into between Juno Online Services, Inc. (the “Company”) and ___________ (the “Executive”).

APPLETON PAPERS INC. TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 17th, 2006 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes) • Wisconsin

AGREEMENT dated as of , between Appleton Papers Inc. (the “Corporation”) and (the “Executive”). Unless otherwise indicated, terms used herein and defined in Schedule A shall have the meanings assigned to them in Schedule A.

AGREEMENT
Termination Protection Agreement • February 22nd, 2011 • Radioshack Corp • Retail-radio, tv & consumer electronics stores • Texas

This Agreement is between RadioShack Corporation, a Delaware corporation (the “Company”), and James F. Gooch (the “Executive”) (collectively, the “Parties” and each a “Party”).

CLARIFYING AMENDMENT TO APPLETON PAPERS INC. TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 11th, 2011 • Paperweight Development Corp • Converted paper & paperboard prods (no contaners/boxes)

WHEREAS, it has come to the attention of the Corporation that the definition of a “change in control” appearing in the Appleton Papers Inc. Termination Protection Agreement (the “Agreement”), effective April 1, 2010, does not reflect the intention of the Corporation or the Executive, insofar as such definition would, in certain circumstances, fail to encompass a change in control by the Corporation’s corporate parent, but would, in certain circumstances, encompass an internal reorganization of the Corporation or its controlled group; and

FIRST AMENDMENT TO TERMINATION PROTECTION AGREEMENT
Termination Protection Agreement • March 4th, 2010 • Thomas & Betts Corp • Electric lighting & wiring equipment

WHEREAS, a Termination Protection Agreement (the “Agreement”) was entered into between Imad Hajj (“Executive”) and Thomas and Betts Corporation and its successors and assigns (the “Company”) effective October 2, 2006;

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