0001193125-17-087479 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks • Delaware

THIS INDEMNIFICATION AGREEMENT is made and entered into as of [•], 2017 by and between Cadence Bancorporation, a Delaware corporation (the “Company”), and the undersigned (the “Indemnitee”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks • Texas

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of March 14, 2017 (the “Restatement Date”), by and among Cadence Bancorporation, a Delaware corporation (the “Company”), Cadence Bank, N.A., a national banking association organized under the laws of the United States (the “Bank” and, together with the Company, “Cadence”), and Rudolph H. Holmes, IV (the “Executive”).

REGISTRATION RIGHTS AGREEMENT by and between CADENCE BANCORPORATION and CADENCE BANCORP, LLC Dated as of [●], 2017
Registration Rights Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of [•], 2017, is by and among Cadence Bancorporation, a Delaware corporation (the “Company”), and Cadence Bancorp, LLC, a Delaware limited liability company (together with any other Person from time to time deemed a Stockholder hereunder pursuant to Section 3.3(b), the “Stockholder”).

LONG-TERM INCENTIVE AWARD AGREEMENT Non-transferable GRANT TO «First» «Last» (“Grantee”)
Term Incentive Award Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks

by Cadence Bank, N.A. (the “Bank”) of Cash-Based Awards in the form of Phantom A Units and Long-Term Performance Cash (the “Award”), pursuant to and subject to the provisions of the Cadence Bank 2013 Long-Term Incentive Plan (the “Plan”). By accepting the Award, the Grantee agrees to the terms and conditions set forth in the Plan.

CADENCE BANCORP LLC CLASS C INCENTIVE UNIT AGREEMENT (EMPLOYEE SERVICE UNITS)
Class C Incentive Unit Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks • Delaware

THIS CLASS C INCENTIVE UNIT AGREEMENT (this “Agreement”) is made and entered into as of «Grant_Date» (the “Grant Date”), by and between Cadence Bancorp LLC, a Delaware limited liability company (the “Company”), and «Full_Legal_Name» (“Participant”). Capitalized terms used in this Agreement but not otherwise defined herein shall have their respective meanings set forth in the Plan and the LLC Agreement (each as defined below), as applicable.

CADENCE BANCORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • March 17th, 2017 • Cadence Bancorporation • National commercial banks • Delaware

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [Date] (the “Grant Date”), is made by and between Cadence Bancorporation, a Delaware corporation (the “Company”), and [Participant Name] (the “Participant”). Capitalized terms used herein without definition shall have the meanings ascribed to them in the Cadence Bancorporation 2015 Omnibus Incentive Plan (the “Plan”).

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