Protection Agreement Sample Contracts

Taubman Centers – Home Sale Loss Protection Agreement (July 31st, 2018)

This Home Sale Loss Protection Agreement ("Agreement") is entered into this 3rd day of April 2018, by and between The Taubman Company LLC, a Delaware limited liability company ("TTC") and Paul Wright ("Employee"). In consideration of the mutual covenants contained in this Agreement, TTC and Employee agree as follows:

Restoration Hardware Holdings – Compensation Protection Agreement (March 29th, 2018)

This COMPENSATION PROTECTION AGREEMENT (this "Agreement"), is effective as of the ___ day of ______, 2018 by and between RH, a corporation incorporated under the laws of Delaware (the "Company"), and __________________ ("Executive").

News Release Pier 1 Imports, Inc. Adopts Short-Term Shareholder Rights Protection Agreement (September 28th, 2016)

FORT WORTH, Texas(BUSINESS WIRE)Sep. 27, 2016 Pier 1 Imports, Inc. (NYSE:PIR) announced today that its Board of Directors has adopted a Shareholder Rights Protection Agreement (Rights Agreement) effective September 27, 2016, and declared a dividend of one right (a Right) on each outstanding share of the Companys common stock, payable to holders of record as of the close of business on October 7, 2016.

Shareholder Rights Protection Agreement (September 28th, 2016)

This SHAREHOLDER RIGHTS PROTECTION AGREEMENT (as amended from time to time, this Agreement) is made and entered into as of September 27, 2016, between Pier 1 Imports, Inc., a Delaware corporation (the Company), and Computershare Inc., as rights agent (the Rights Agent, which term shall include any successor Rights Agent hereunder).

Form of Compensation Protection Agreement (March 14th, 2016)

THIS COMPENSATION PROTECTION AGREEMENT (the "Agreement") is entered into effective as of the day of , 20 (the "Effective Date") by and among CDW Corporation, a Delaware corporation (the "Company"), CDW LLC, an Illinois limited liability company and wholly owned subsidiary of the Company ("CDW LLC") and (the "Executive").

Key Executive Employment Protection Agreement (February 19th, 2016)

THIS AGREEMENT between Landstar System, Inc., a Delaware corporation (the Company), and [name of Executive] (the Executive), dated as of this [ ] day of [ ], 20[ ].

Elevate Credit, Inc. – Credit Default Protection Agreement (November 9th, 2015)

THIS CREDIT DEFAULT PROTECTION AGREEMENT (the Agreement) is made and entered into as of July 1, 2015, by and between Elastic@Work, LLC, a Delaware limited liability company (E@W), and Elastic SPV, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (ESPV). Each party to this Agreement may be referred to herein as a Party or collectively as Parties.

Heritage Oaks Bancorp – Executive Salary Protection Agreement (October 30th, 2015)

This Executive Salary Protection Agreement (Agreement) is made this 18th day of August, 2015, by and between Jason C. Castle (Executive) and Heritage Oaks Bank (Bank) with respect to the following:

Elevate Credit, Inc. – Credit Default Protection Agreement (October 6th, 2015)

THIS CREDIT DEFAULT PROTECTION AGREEMENT (the Agreement) is made and entered into as of July 1, 2015, by and between Elastic@Work, LLC, a Delaware limited liability company (E@W), and Elastic SPV, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (ESPV). Each party to this Agreement may be referred to herein as a Party or collectively as Parties.

Nondisclosure and Intellectual Property Protection Agreement (September 30th, 2015)

This Agreement (the Agreement) is made as of September 28, 2015 (the Effective Date), by and between Voltari Operating Corp. a Delaware corporation with its principal place of business at 601 West 26th Street, Suite 415, New York, NY 10001 (Company) and the undersigned employee or prospective employee of Company (Employee). Company and Employee are each sometimes referred to herein as a Party and collectively as the Parties.

Heritage Oaks Bancorp – Executive Salary Protection Agreement (July 30th, 2015)

This Executive Salary Protection Agreement (Agreement) is made this 24th day of July, 2015, by and between Rob Osterbauer (Executive) and Heritage Oaks Bank (Bank) with respect to the following:

Protection Agreement (April 21st, 2015)

This PROTECTION AGREEMENT (Agreement) is dated as of March 9, 2015, by and between Daniel P. Myers (Stockholder) and Western Alliance Bancorporation, a Delaware corporation (WAL), and is made with reference to the following facts:

Protection Agreement (April 21st, 2015)

This PROTECTION AGREEMENT (Agreement) is dated as of March 9, 2015, by and between Thomas A. Sa (Stockholder) and Western Alliance Bancorporation, a Delaware corporation (WAL), and is made with reference to the following facts:

Protection Agreement (April 21st, 2015)

This PROTECTION AGREEMENT (Agreement) is dated as of March 9, 2015, by and between Timothy W. Boothe (Stockholder) and Western Alliance Bancorporation, a Delaware corporation (WAL), and is made with reference to the following facts:

Heritage Oaks Bancorp – Executive Salary Protection Agreement (March 6th, 2015)

This Executive Salary Protection Agreement (Agreement) is made this 1st day of August, 2014, by and between Lonny Robinson (Executive), Heritage Oaks Bancorp (the Company) and Heritage Oaks Bank (Bank) with respect to the following:

AVINTIV Inc. – Re: Severance Protection Agreement (February 10th, 2015)

The board of directors (the Board) of Polymer Group, Inc. (the Company) has determined that it is in the best interests of the Company and its shareholders to assure the continued dedication to the Company of certain senior management personnel. Accordingly, in order to encourage your continued attention and dedication to your assigned duties, the Board has authorized the Company to enter into this Severance Protection Agreement (the Agreement) in order to provide you with certain compensation and other benefits in the event that your employment with the Company is terminated under the circumstances set forth below.

Confidentiality and Trade Secret Protection Agreement (December 1st, 2014)

This Confidentiality and Trade Secret Protection Agreement (as the same may be amended, this "Agreement") is entered into effective as of November 25, 2014 (the "Effective Date"), by Occidental Petroleum Corporation, a Delaware corporation ("OPC"), and California Resources Corporation, a Delaware corporation ("CRC").

California Resources Corp – Confidentiality and Trade Secret Protection Agreement (December 1st, 2014)

This Confidentiality and Trade Secret Protection Agreement (as the same may be amended, this Agreement) is entered into effective as of November 25, 2014 (the Effective Date), by Occidental Petroleum Corporation, a Delaware corporation (OPC), and California Resources Corporation, a Delaware corporation (CRC).

California Resources Corp – Confidentiality and Trade Secret Protection Agreement (September 22nd, 2014)

This Confidentiality and Trade Secret Protection Agreement (as the same may be amended, this Agreement) is entered into effective as of [ ], 2014 (the Effective Date), by Occidental Petroleum Corporation, a Delaware corporation (OPC), and California Resources Corporation, a Delaware corporation (CRC).

Vivint Solar, Inc. – Vivint Solar, Inc. Involuntary Termination Protection Agreement (August 26th, 2014)

THIS INVOLUNTARY TERMINATION PROTECTION AGREEMENT (this Agreement) is made and entered into by and between (Executive) and Vivint Solar, Inc. (the Company), effective as of , 2014 (the Effective Date).

The Hartford Protection Agreement (July 30th, 2014)

This Hartford Protection Agreement (the "Agreement") is by and between Hartford Fire Insurance Company, its parents, subsidiaries, and affiliates (collectively "The Hartford" or the "Company"), and Christopher Swift ("Executive").

Termination of Employment and Severance Protection Agreements (June 27th, 2014)

This is a Termination of an Employment and Severance Protection Agreement (the "Agreement") between Century Aluminum Company, a Delaware corporation (the "Company") and Michael A. Bless (the "Executive"), which shall be effective as set forth below.

Xunlei Ltd – Content Protection Agreement (June 12th, 2014)

This Content Protection Agreement (Agreement) is entered into on this 22nd day of May, 2014 (Effective Date), by and between Shenzhen Xunlei Networking Technologies Co., Ltd., Shenzhen Xunlei Kankan Information Technologies Co., Ltd., and Xunlei Software (Shenzhen) Co., Ltd. (collectively, Xunlei), on the one hand, and the Motion Picture Association of America, Inc. (MPAA), Sony Pictures Entertainment Inc. (SPE), Twentieth Century Fox Film Corporation (Fox), Universal City Studios LLC (Universal), Viacom Inc. (Viacom), Walt Disney Studios Motion Pictures (Disney), and Warner Bros. Entertainment Inc. (Warner Bros.) (such entities collectively referred to herein as, the Content Owners, with each individually referred to as a Content Owner), on the other hand. Xunlei and the Content Owners may be referred to herein as Parties.

Confidentiality and Business Protection Agreement (June 11th, 2014)

This Confidentiality and Business Protection Agreement ("Agreement") is hereby entered into by and between Jeffrey W. Henderson ("Executive") and Cardinal Health, Inc., an Ohio Corporation (the "Company") effective as of June 10, 2014.

Intellectual Property Protection Agreement (April 7th, 2014)

THIS INTELLECTUAL PROPERTY PROTECTION AGREEMENT (the "Protection Agreement") is made effective as of January 28, 2014 (the "Effective Date"), by and between 3cREAMERS, LLC, a Texas limited liability company (the "3cR"), HARD ROCK SOLUTIONS, INC., a Texas corporation ("HRSI"), HARD ROCK SOLUTIONS, LLC, a Utah limited liability company (the "Company"), SUPERIOR DRILLING PRODUCTS, LLC, a Utah limited liability company ("Superior"), JAMES D. ISENHOUR, an individual ("Isenhour") and TROY MEIER, an individual ("Meier"). 3cR, HRSI and the Company are sometimes referred to herein as the "Isenhour Companies" or singularly as an "Isenhour Company". The Isenhour Companies, Superior, Isenhour and Meier are sometimes hereinafter referred to collectively as the "Parties" or individually as a "Party".

Amended and Restated Compensation Protection Agreement (March 28th, 2014)

THIS AMENDED AND RESTATED COMPENSATION PROTECTION AGREEMENT (the Agreement) is entered into as of January 1, 2014 (the Effective Date) by and among CDW Corporation, a Delaware corporation (the Company), CDW LLC, an Illinois limited liability company and wholly owned subsidiary of the Company (CDW LLC), and Thomas E. Richards (the Executive).

Form of Compensation Protection Agreement (March 28th, 2014)

THIS COMPENSATION PROTECTION AGREEMENT (the Agreement) is entered into effective as of the day of , (the Effective Date) by and among CDW Corporation, a Delaware corporation (the Company), CDW LLC, an Illinois limited liability company and wholly owned subsidiary of the Company (CDW LLC) and (the Executive).

Intellectual Property Protection Agreement (February 27th, 2014)

THIS INTELLECTUAL PROPERTY PROTECTION AGREEMENT (the "Protection Agreement") is made effective as of January 28, 2014 (the "Effective Date"), by and between 3cREAMERS, LLC, a Texas limited liability company (the "3cR"), HARD ROCK SOLUTIONS, INC., a Texas corporation ("HRSI"), HARD ROCK SOLUTIONS, LLC, a Utah limited liability company (the "Company"), SUPERIOR DRILLING PRODUCTS, LLC, a Utah limited liability company ("Superior"), JAMES D. ISENHOUR, an individual ("Isenhour") and TROY MEIER, an individual ("Meier"). 3cR, HRSI and the Company are sometimes referred to herein as the "Isenhour Companies" or singularly as an "Isenhour Company". The Isenhour Companies, Superior, Isenhour and Meier are sometimes hereinafter referred to collectively as the "Parties" or individually as a "Party".

February 24, 2014 3111 Camino Del Rio North, Suite 1300 San Diego, California 92108 Dear Paul: (February 24th, 2014)

This letter memorializes our recent conversations concerning certain changes to the terms and conditions of your continuing employment and compensation arrangements with Encore Capital Group, Inc., a Delaware corporation, and its subsidiaries and affiliates (collectively, Encore), as detailed below.

Termination Protection Agreement (February 6th, 2014)

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").

Proprietary Interest Protection Agreement (November 20th, 2013)

In consideration of, and as a condition of, my employment or continued employment by Staples, Inc., Staples Contract & Commercial, Inc., Staples the Office Superstore, LLC, Staples the Office Superstore East, Inc., Quill or such other Staples affiliated entity with which I am, or will be employed ("Staples"), as well as the mutual covenants and additional consideration set forth below, I enter into, and accept the benefits and obligations of, this Proprietary Interest Protection Agreement (the "Agreement") and agree as follows:

Lionbridge – Employment and Business Protection Agreement (September 18th, 2013)

We, Lionbridge Technologies, Inc. (Lionbridge or we) and you employee name (you) have agreed to enter into the following Employment and Business Protection Agreement (Agreement). In consideration of your employment as an employee with LIONBRIDGE, the opportunities for advancement that such employment may provide you, the compensation paid to you by LIONBRIDGE and other good and valuable consideration, we and you agree as follows:

Separation, Release, and Proprietary Interests Protection Agreement (April 8th, 2013)

This Separation, Release and Proprietary Interests Protection Agreement (the "Agreement") is made and entered into by and among Illinois Tool Works Inc. ("ITW") including its subsidiaries, affiliates, successors and assigns (collectively, the "Company") and Ronald D. Kropp ("Kropp") (with the Company, collectively, the "Parties") on the dates shown below. In consideration of the promises, obligations, covenants, monies and other valuable consideration, contained herein, the Parties agree as follows:

FSP 50 South Tenth Street Corp – Collateral Assignment of Interest Rate Protection Agreement (July 27th, 2012)

This Collateral Assignment of Interest Rate Protection Agreement (this "Assignment") is made as of July 27, 2012, by FSP 50 SOUTH TENTH STREET CORP., a Delaware corporation ("Assignor"), in favor of BANK OF AMERICA, N.A., a national banking association, as administrative agent for itself and the other lenders who become parties to a certain Loan Agreement (as amended, restated or modified the, "Loan Agreement") of even date amongst the Assignor, the administrative agent and the other lenders (collectively, the "Assignee"). Capitalized terms used herein and not otherwise defined have the meanings given in the Loan Agreement.

Severance and Change in Control Protection Agreement (March 14th, 2012)

THIS SEVERANCE AND CHANGE IN CONTROL PROTECTION AGREEMENT (this "Agreement") is made and entered into as of the ___ day of _________, 2012 by and between Standard Pacific Corp., a Delaware corporation (the "Company") and _____________ (the "Executive").