Amended And Restated Change-In-Control Agreement Sample Contracts

Amended and Restated Change in Control Agreement (December 3rd, 2018)

This Amended and Restated Change in Control Agreement ("Agreement") is made as of the 29th day of November, 2018, effective as of December 31, 2018, by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Robert B. Kaminski, Jr. (the "Employee").

Amended and Restated Change in Control Agreement (December 3rd, 2018)

This Amended and Restated Change in Control Agreement ("Agreement") is made as of the 29th day of November, 2018, effective as of December 31, 2018, by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Charles E. Christmas (the "Employee").

Amended and Restated Change in Control Agreement (November 19th, 2018)

This Amended and Restated Change in Control Agreement (the "Agreement") is made and entered into as of _____________, 20__ by and between Hill-Rom Holdings, Inc., an Indiana corporation (the "Company"), and ___________ (the "Executive").

Second Amended and Restated Change in Control Agreement (November 8th, 2018)

THIS SECOND AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is effective as of [*], and is made by and between United Natural Foods, Inc., a Delaware corporation (the Company), and (Employee). This Agreement amends and restates in its entirety that certain Amended and Restated Change in Control Agreement by and between the Company and the Employee dated as of [*] (the Original Agreement). From and after the date hereof, the Original Agreement shall be terminated and of no further force and effect.

AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT July 16, 2018 (August 8th, 2018)

This is an amended and restated agreement (the "Agreement") of that certain Amended and Restated Change in Control Agreement by and between MBT Financial Corp., a Michigan Corporation ("MBT") and H. Douglas Chaffin ("Executive") dated January 3, 2006.

Southwest Gas – [Form] Amended and Restated Change in Control Agreement (February 28th, 2018)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (this Agreement) is entered into and effective as of the [*] day of [*], among SOUTHWEST GAS CORPORATION, a California corporation (Southwest), SOUTHWEST GAS HOLDINGS, INC., a California corporation (Holdings and together with Southwest and its successors, the Company), and [*] (the Executive).

Washington Trust Bancorp, Inc. – Terms of Amended and Restated Change in Control Agreement (February 27th, 2018)

The form of Amended and Restated Change in Control Agreement (the "Agreement"), filed as Exhibit 10.2 on the Registrant's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014 contains blanks where the multiple of the executive's base amount and the term of continued benefits provided under the Agreement vary for certain executives. On February 27, 2018, the Registrant entered into such an Agreement with the executive officer below, providing continued benefits for the term, and at the multiple of such executive's base amount, as listed in the following chart:

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and David G. Hill of the City of Denver in the State of Colorado (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Michael Williams of the City of Calgary in the Province of Alberta (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Michael G. McAllister of the City of Calgary in the Province of Alberta (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Douglas J. Suttles of the City of Calgary in the Province of Alberta (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Joanne L. Alexander of the City of Calgary in the Province of Alberta (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Renee E. Zemljak of the City of Denver in the State of Colorado (the Executive).

Amended and Restated Change in Control Agreement (February 26th, 2018)

This Amended and Restated Change in Control Agreement (this Agreement) is made effective as of February 14, 2018 between Encana Corporation, a corporation amalgamated under the laws of Canada (the Corporation), and Sherri A. Brillon of the City of Calgary in the Province of Alberta (the Executive).

Idaho Power Co – IDACORP, Inc. And/or Idaho Power Company Executive Officers With Amended and Restated Change in Control Agreements (As of February 8, 2018) (February 22nd, 2018)
Amended and Restated Change in Control Agreement (December 22nd, 2017)

This Amended and Restated Change in Control Agreement (this "Agreement"), effective as of November 1, 2017, is made between ABM Industries Incorporated, a Delaware corporation (the "Company") and the individual executing this Agreement as the Executive on the signature page (the "Executive"). This Agreement amends and restates the Change in Control Agreement dated effective as of March 31, 2015 and supersedes any other prior Change in Control Agreement between Executive and the Company.

Amended and Restated Change in Control Agreement (December 22nd, 2017)

This Amended and Restated Change in Control Agreement (this "Agreement"), effective as of November 1, 2017 is made between ABM Industries Incorporated, a Delaware corporation (the "Company") and the individual executing this Agreement as the Executive on the signature page (the "Executive"). This Agreement amends and restates the Change in Control Agreement dated effective as of April 6, 2015 and supersedes any other prior Change in Control Agreement between Executive and the Company.

Emclaire Financial – Amended and Restated Change in Control Agreement (November 20th, 2017)

This AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (this "Agreement"), is made and entered into as of the 15th day of November 2017, between Emclaire Financial Corp., a Pennsylvania-chartered bank holding company (the "Corporation"), The Farmers National Bank of Emlenton, a national banking association (the "Bank") and Amanda L. Engles (the "Executive") (the Corporation and the Bank are referred to together herein as the "Employers").

Form of Exhibit a to Amended and Restated Change in Control Agreement (August 24th, 2017)

Definitions. All the words used in this Separation Agreement and General Release ("Agreement") have their plain meaning in ordinary English. Specific terms used in this Agreement have the following meanings:

Washington Trust Bancorp, Inc. – Terms of Amended and Restated Change in Control Agreement (August 4th, 2017)

The form of Amended and Restated Change in Control Agreement (the "Agreement"), filed as Exhibit 10.2 on the Registrant's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014 contains blanks where the multiple of the executive's base amount and the term of continued benefits provided under the Agreement vary for certain executives. On June 1, 2017, the Registrant entered into such an Agreement with the executive officer below, providing continued benefits for the term, and at the multiple of such executive's base amount, as listed in the following chart:

Amended and Restated Change in Control Agreement (December 22nd, 2016)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT ("Agreement") is effective as of December __, 2016, and is made by and between United Natural Foods, Inc., a Delaware corporation (the "Company"), and _______ ("Employee"). This Agreement amends and restates in its entirety that certain Change in Control Agreement by and between the Company and the Employee dated as of ___________, _____ (the "Original Agreement"). From and after the date hereof the Original Agreement shall be terminated. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, including without limitation the Employee's willingness to continue his employment with the Company and the other obligations of the parties hereunder, the parties hereby agree as follows:

Washington Trust Bancorp, Inc. – Terms of Amended and Restated Change in Control Agreement (November 4th, 2016)

The form of Amended and Restated Change in Control Agreement (the "Agreement"), filed as Exhibit 10.2 on the Registrant's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014 contains blanks where the multiple of the executive's base amount and the term of continued benefits provided under the Agreement vary for certain executives. On September 22, 2016, the Registrant entered into such an Agreement with the executive officers below, providing continued benefits for the term, and at the multiple of such executive's base amount, as listed in the following chart:

Amended and Restated Change-In-Control Agreement Thomas A. Iadanza (September 27th, 2016)

THIS AMENDED AND RESTATED CHANGE-IN-CONTROL AGREEMENT (this "Agreement"), is made as of this 21st day of September, 2016, among VALLEY NATIONAL BANK ("Bank"), a national banking association with its principal office at 1455 Valley Road, Wayne, New Jersey, VALLEY NATIONAL BANCORP ("Valley"), a New Jersey corporation which maintains its principal office at 1455 Valley Road, Wayne, New Jersey (Valley and the Bank collectively are the "Company") and Thomas A. Iadanza (the "Executive").

Amended and Restated Change-In-Control Agreement Ira Robbins (September 27th, 2016)

THIS AMENDED AND RESTATED CHANGE-IN-CONTROL AGREEMENT (this "Agreement"), is made as of this 21st day of September, 2016, among VALLEY NATIONAL BANK ("Bank"), a national banking association with its principal office at 1455 Valley Road, Wayne, New Jersey, VALLEY NATIONAL BANCORP ("Valley"), a New Jersey corporation which maintains its principal office at 1455 Valley Road, Wayne, New Jersey (Valley and the Bank collectively are the "Company") and IRA ROBBINS (the "Executive").

Acushnet Holdings Corp. – Amended and Restated Change in Control Agreement (June 20th, 2016)

AGREEMENT dated as of July 19, 2013, between ACUSHNET COMPANY, a Delaware corporation (the Company), and Walter R. Uihlein (the Executive),

Kaman Corporation Amended and Restated Change in Control Agreement (April 22nd, 2016)

THIS AGREEMENT is made effective April 20, 2016 (the "Effective Date"), by and between Kaman Corporation, a Connecticut corporation (the "Company"), and [NAME] (the "Executive").

Form of Exhibit a to Amended and Restated Change in Control Agreement (March 29th, 2016)

Definitions. All the words used in this Separation Agreement and General Release ("Agreement") have their plain meaning in ordinary English. Specific terms used in this Agreement have the following meanings:

Bancorpsouth, Inc. Amended and Restated Change in Control Agreement (December 23rd, 2015)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is entered into by and among BancorpSouth, Inc., a Mississippi corporation (the Company), BancorpSouth Bank, a Mississippi-chartered bank (the Bank), and William L. Prater (Executive). The Company and the Bank are collectively referred to herein as BancorpSouth.

Bancorpsouth, Inc. Amended and Restated Change in Control Agreement (December 23rd, 2015)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is entered into by and among BancorpSouth, Inc., a Mississippi corporation (the Company), BancorpSouth Bank, a Mississippi-chartered bank (the Bank), and James Ronald Hodges (Executive). The Company and the Bank are collectively referred to herein as BancorpSouth.

Bancorpsouth, Inc. Amended and Restated Change in Control Agreement (December 23rd, 2015)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is entered into by and among BancorpSouth, Inc., a Mississippi corporation (the Company), BancorpSouth Bank, a Mississippi-chartered bank (the Bank), and James D. Rollins III (Executive). The Company and the Bank are collectively referred to herein as BancorpSouth.

Bancorpsouth, Inc. Amended and Restated Change in Control Agreement (December 23rd, 2015)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is entered into by and among BancorpSouth, Inc., a Mississippi corporation (the Company), BancorpSouth Bank, a Mississippi-chartered bank (the Bank), and Chris A. Bagley (Executive). The Company and the Bank are collectively referred to herein as BancorpSouth.

Bancorpsouth, Inc. Amended and Restated Change in Control Agreement (December 23rd, 2015)

THIS AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (Agreement) is entered into by and among BancorpSouth, Inc., a Mississippi corporation (the Company), BancorpSouth Bank, a Mississippi-chartered bank (the Bank), and W. James Threadgill (Executive). The Company and the Bank are collectively referred to herein as BancorpSouth.

Emclaire Financial – Amended and Restated Change in Control Agreement (November 20th, 2015)

This AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (this "Agreement"), is made and entered into as of the 18th day of November 2015, between Emclaire Financial Corp., a Pennsylvania-chartered bank holding company (the "Corporation"), The Farmers National Bank of Emlenton, a national banking association (the "Bank") and Matthew J. Lucco (the "Executive") (the Corporation and the Bank are referred to together herein as the "Employers").

Emclaire Financial – Amended and Restated Change in Control Agreement (November 20th, 2015)

This AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (this "Agreement"), is made and entered into as of the 18th day of November 2015, between Emclaire Financial Corp., a Pennsylvania-chartered bank holding company (the "Corporation"), The Farmers National Bank of Emlenton, a national banking association (the "Bank") and Amanda L. Engles (the "Executive") (the Corporation and the Bank are referred to together herein as the "Employers").

Amended and Restated Change in Control Agreement (November 9th, 2015)

This Amended and Restated Change in Control Agreement (this "Agreement") is dated [DATE], and is by and between HALOZYME THERAPEUTICS, INC., a Delaware corporation (the "Company," "us," "we" or "our"), and [EXECUTIVE NAME] ("you" or "your").