Article 4NFL Player Contract
Section 1. Form(a)
All player signings during the term of this Agreement shall consist of (a) the .pdf NFL Player Contract Form attached hereto as Appendix A (which may not be modified in the form itself); and (b) any attachment submitted therewith containing any changes agreed to between the Club and player in a player’s contract consistent with the provisions of the CBA, pursuant to Subsection 3(a) below (collectively, the “.pdf Player Contract”). Any such attachment shall be paginated, and each page of any such attachment shall be initialed by the player and the Club. The provision of any Player Contract or copy thereof as required by the CBA (for example, without limitation, as required by Article 4, Section 5 and Article 26, Section 7) may be effectuated by email transmission of the complete .pdf Player Contract to the NFL (email@example.com) or the NFLPA (Mark.Levin@nflpa.com), as applicable. Any reference to the “NFL Player Contract” herein shall apply equally to the .pdf NFL Player Contract Form attached hereto as Appendix A, with respect to any player signing on or after February ___, 2020.
Section 2. Term
The NFL Player Contract shall expire on the last day of the last League Year subject to such Contract.
Section 3. Changes(a)
Notwithstanding Section 1 above, changes may be agreed to between a Club and a player in a player’s contract consistent with the provisions of this Agreement.(b)
The NFL Player Contract shall provide that the player waives and releases: (i) any antitrust claims relating to the Draft, restrictions on free agency, franchise player designations, transition player designations, the Entering Player Pool, or any other term or condition of employment relating to conduct engaged in prior to the date of this Agreement; and (ii) any claims relating to conduct engaged in pursuant to the express terms of any collective bargaining agreement during the term of any such agreement except for claims pursued through a grievance or arbitration under this Agreement.
Section 4. Conformity(a)
All Player Contracts signed prior to the execution of this Agreement and in effect during the term of this Agreement shall be deemed amended in such a manner to require the parties to comply with the mandatory terms of this Agreement.(b)
Any reference in a Preexisting Contract to a player being on the Club’s 46-man roster shall be deemed amended to refer to the Club’s 48-man roster.(c)
The parties reserve their rights with respect to the validity of forfeiture provisions in Preexisting Contracts.(d)
The provisions of Paragraph 4 of the NFL Player Contract (as set forth in Appendix A of this Agreement) shall be deemed to be a part of any Player Contract in effect during the term of this Agreement.
Section 5. Notices, Prohibitions, etc.(a)
Any agreement between any player and any Club concerning terms and conditions of employment shall be set forth in writing in a Player Contract as soon as practicable. Each Club shall provide to the NFL a copy of each such Player Contract within two days of the execution of such contract by the player and the Club. The NFL shall provide to the NFLPA a copy of each executed Player Contract it receives from a Club within two business days of its receipt of such Player Contract. It is anticipated that each Club will send a copy of each such Player Contract to the NFL by first class mail the day it is so executed and an electronic scanned version of the fully executed Electronic Contract shall be emailed to the NFL Waivers account and to the player agent no later than two days after execution of the Contract. The NFL will forward the scanned copy of the fully executed Contract to the NFLPA by electronic mail. The NFL shall provide to the NFLPA any salary information received from a Club which is relevant to whether such Player Contract complies with Article 7 and/or Article 13, within two business days following the NFL’s receipt of such information. Promptly upon but no later than two business days after the signing of any Veteran with less than three Accrued Seasons to a Player Contract, the signing Club shall notify the NFL, which shall notify the NFLPA of such signing.(b)
Any agreement between any player or Player Affiliate and any Club or Club Affiliate providing for the player to be compensated by the Club or Club Affiliate for nonfootball-related services shall be set forth in writing as a separate addendum to the player’s Player Contract, which addendum shall state the amount of or otherwise describe such consideration. If such an agreement is executed subsequent to the execution of the player’s NFL Player Contract, it must be submitted to the NFL as an addendum to that Player Contract within two days of the execution or making of the agreement. The NFL shall provide a copy of such addendum to the NFLPA within two business days of receipt.(c)
No Club shall pay or be obligated to pay any money or anything else of value to any player or Player Affiliate (not including retired players) other than pursuant to the terms of a signed NFL Player Contract (or any addendum thereto for nonfootball- related services as described in Subsection 5(b) above). Nothing contained in the immediately preceding sentence shall interfere with a Club’s obligation to pay a player deferred compensation earned under a prior Player Contract.(d)
In addition to any rights a Club may presently have under the NFL Player Contract, any Player Contract may be terminated if, in the Club’s opinion, the player being terminated is anticipated to make less of a contribution to the Club’s ability to compete on the playing field than another player or players whom the Club intends to sign or attempt to sign, or another player or players who is or are already on the roster of such Club, and for whom the Club needs Room. This Subsection shall not affect any Club or Club Affiliate’s obligation to pay a player any guaranteed consideration.(e)
No Player Contract may contain any individually-negotiated term transferring any player intellectual property rights to any Club or Club Affiliate or any Club sponsor.(f)
No Club or player may agree upon any Player Contract provision concerning the termination of the contract that is inconsistent with the terms of this Agreement (including but not limited to the NFL Player Contract, Appendix A hereto), or the provisions of the NFL Constitution and Bylaws as set forth in the attachments to the letter dated March 4, 2020.
Section 6. Commissioner Disapproval(a)
If the Commissioner disapproves a Player Contract for any reason, he must inform the NFLPA in writing of the reasons therefore by noon on the date following such disapproval.(b)
In the event the Commissioner disapproves any Player Contract as being in violation of this Article, Article 7, Article 13, or any other provision of the this Agreement, the filing of an appeal of such disapproval pursuant to Article 14, Section 5 or Article 15, Section 1 of this Agreement, shall automatically stay the Commissioner’s disapproval, and the player shall continue to be free to practice and play for the Club, until the System Arbitrator issues his or her ruling. Provided, however, that in the event such appeal is filed within one week of or after the first scheduled regular season game of the Club: (i) the appeal shall be conducted in an expedited manner and shall be concluded within five days of the filing date of such appeal; and (ii) the System Arbitrator shall issue his or her ruling by the end of such five day period. Provided, further, that, in the event the appeal is filed after the Club’s first preseason game, but before the date one week before the Club’s first scheduled regular season game: (i) the appeal shall be conducted in an expedited manner and shall be concluded within ten days of the filing date of such appeal; and (ii) the System Arbitrator shall issue his or her ruling by the end of such ten day period. If there is no ruling by the end of the periods prescribed in the preceding two sentences, or, for earlier filed appeals, by the day following the Club’s third preseason game, the automatic stay shall be dissolved. If the Commissioner disapproves a Player Contract for any of the reasons stated above on a second occasion for the same player during a given League Year, and determines that such player should not be able to play, there shall be no stay of such disapproval pursuant to this Agreement, unless it is determined that the Commissioner’s second disapproval is arbitrary or capricious.
Section 7. NFLPA Group Licensing Program
The NFL Player Contract shall include, solely for the administrative convenience and benefit of the player and the NFLPA, the provision set forth in Paragraph 4(b) of the NFL Player Contract (Appendix A hereto), regarding the NFLPA Group Licensing Program. Neither the League nor any Club is a party to, or a beneficiary of, the terms of that provision. No Club may enter into any agreement with a Player or a Player Affiliate that is inconsistent with any rights granted to the NFLPA pursuant to Paragraph 4(b) of the NFL Player Contract; provided that this sentence is not intended and shall not be construed to override or restrict the rights granted to the Club and the League pursuant to Paragraph 4(a) of the NFL Player Contract.
Section 8. Good Faith Negotiation(a)
In addition to complying with specific provisions in this Agreement, any Club, any player, and any player agent or contract advisor engaged in negotiations for a Player Contract (including any Club extending, and any player receiving, a Required Tender) is under an obligation to negotiate in good faith.(b)
A Club extending a Required Tender must, for so long as that Tender is extended, have a good faith intention to employ the player receiving the Tender at the Tender compensation level during the upcoming season. It shall be deemed to be a violation of this provision if, while the tender is outstanding, a Club insists that such a player agree to a Player Contract at a compensation level during the upcoming season below that of the Required Tender amount. The foregoing shall not affect any rights that a Club may have under the Player Contract or this Agreement, including but not limited to the right to terminate the contract, renegotiate the contract, or to trade the player if such termination, renegotiation, or trade is otherwise permitted by the Player Contract or this Agreement.
Section 9. Forfeiture of Salary
Players and Clubs may not agree upon contract provisions that authorize the Club to obtain a forfeiture of any Salary from a player except to the extent and in the circumstances provided in this Section 9. For the avoidance of doubt, Paragraph 5 Salary already earned may never be forfeited, and other Salary already earned may never be forfeited except as expressly provided herein. The maximum permitted forfeitures described below do not in any way obligate any player or Club to agree to any forfeiture.(a)
Forfeitable Breach. Any player who (i) willfully fails to report, practice or play with the result that the player’s ability to fully participate and contribute to the team is substantially undermined (for example, without limitation, holding out or leaving the squad absent a showing of extreme personal hardship); or (ii) is unavailable to the team due to conduct by him that results in his incarceration; or (iii) is unavailable to the team due to a nonfootball injury that resulted from a material breach of Paragraph 3 of his NFL Player Contract; or (iv) voluntarily retires (collectively, any “Forfeitable Breach”) may be required to forfeit signing bonus, roster bonus, option bonus and/or reporting bonus, and no other Salary, for each League Year in which a Forfeitable Breach occurs (collectively, “Forfeitable Salary Allocations”), as set forth below:(a)(i)
Training Camp. If a player commits a Forfeitable Breach resulting in his absence for six preseason days after the start of training camp, the player may be required to forfeit up to 15% of his Forfeitable Salary Allocations, and up to an additional 1% of his Forfeitable Salary Allocations for each additional preseason day missed after the six days, up to a maximum of 25% of his Forfeitable Salary Allocations. A player who misses five days or less of training camp may not be subject to forfeiture.(a)(ii)
Continuing Violation. If a player commits a Forfeitable Breach resulting in his absence from training camp and such absence continues into the regular season, in addition to the maximum forfeiture permitted by Subsection (i) above, the player may be required to forfeit an additional 25% of the remaining Forfeitable Salary Allocations upon missing the first regular season game. If such absence continues beyond the fourth week of the regular season, the player may be required to forfeit up to his remaining Forfeitable Salary Allocations on a proportionate weekly basis (i.e., one-seventeenth for each missed regular season week after the fourth week).(a)(iii)
Regular Season. If the player is not subject to Subsection (ii) above, and commits a Forfeitable Breach for the first time that League Year during the regular season, the player may be required to forfeit up to twenty-five percent (25%) of his Forfeitable Salary Allocations upon missing his first regular season game. If player’s Forfeitable Breach continues beyond four (4) consecutive weeks, then player may be required to forfeit up to his remaining Forfeitable Salary Allocations on a proportionate weekly basis (i.e., oneseventeenth for each missed regular season week after the fourth week).(a)(iv)
Postseason. For the period following the Club’s last regular season game through the Club’s last postseason game, a player who commits a Forfeitable Breach during such period may be required to forfeit up to 25% of his Forfeitable Salary Allocations for that League Year, subject to Subsection (d) below.(a)(v)
Second Forfeitable Breach. If the player commits an initial Forfeitable Breach (including a Forfeitable Breach in training camp) and then commits a second Forfeitable Breach during the regular season or postseason in the same League Year, the player may be required to forfeit immediately the entirety of his remaining Forfeitable Salary Allocations for that League Year.(a)(vi)
Retirement. Should a Forfeitable Breach occur due to player’s retirement, a Club may demand repayment of all Forfeitable Salary Allocations attributable to the proportionate amount, if any, for the present year and the Forfeitable Salary Allocations for future years. If the player fails to repay such amounts, then the Club may seek an award from the System Arbitrator pursuant to Article 15, for repayment of all Forfeitable Salary Allocations attributable to present and future years. Repayment of Forfeitable Salary Allocations attributable to future League Years must be made by June 1st of each League Year for which each Forfeitable Salary Allocation is attributable. If the player returns to play for the Club in the subsequent season, then the Club must either (a) take the player back under his existing contract with no forfeiture of the remaining Forfeitable Salary Allocations, or (b) release the player and seek repayment of any remaining Forfeitable Salary Allocations for future League Years.(b)
Forfeitable Salary Allocations. For the purposes of this Section, the term “Forfeitable Salary Allocations” means: (i) for signing bonus, the Salary Cap allocation for the player’s signing bonus for that League Year; and (ii) for roster, option and reporting bonuses that are earned in the same League Year as the Forfeitable Breach, the allocation of such bonus for that League Year, out of the total amount of such bonus as allocated over that League Year and any remaining League Years in the player’s contract, notwithstanding the Salary Cap treatment of such bonuses. For example, without limitation, if a player has a $1 million roster bonus that is earned in the same year the player committed a Forfeitable Breach, then, regardless of when that roster bonus is to be paid, that bonus is attributable to the same year as the Forfeitable Breach; if the player has that year and one additional year remaining on his contract, then $500,000 of the roster bonus will be allocated to each of those years for purposes of any potential forfeiture calculation. If the Forfeitable Breach occurs in the second League Year in this example (i.e., the League Year after the roster bonus in this example is earned), there shall be no forfeiture of any portion of such roster bonus.(c)
Proportionate Forfeiture. For purposes of this Section, a “proportionate” amount means one-seventeenth of the Forfeitable Salary Allocations for that League Year for each regular season week missed.(d)
Maximum Forfeitable Salary. Under this Section, and without limitation, under no circumstances may a player be required to forfeit more than 100% of his Forfeitable Salary Allocations for each League Year in which he commits a Forfeitable Breach. With respect to roster bonus, option bonus and reporting bonus, a forfeiture may only occur if the Forfeitable Breach occurs in the same League Year in which the bonus is scheduled to be earned.(e)
Player Contracts may not contain individually negotiated provisions for forfeiture relating to violations of the Policy on Performance-Enhancing Substances (formerly known as the Policy on Anabolic Steroids and Related Substances) or the NFL Policy and Program on Substances of Abuse, or for failing any drug test. A player suspended by the League pursuant to either of those policies for a period encompassing regular season or postseason games shall be required to forfeit any Forfeitable Salary Allocations on a proportionate weekly basis.(e)(ii)
Any reference in a Player Contract to the Policy on Anabolic Steroids and Related Substances shall be deemed also to encompass reference to the Policy on Performance-Enhancing Substances and any amendments thereto; any reference in a Player Contract to the Policy and Program for Substances of Abuse shall be deemed also to encompass reference to the Policy and Program on Substances of Abuse and any amendments thereto.(f)
Offseason. Salary may not be subject to forfeiture for missing voluntary offseason programs or voluntary minicamps, provided that the Club may have non-proratable participation bonuses for its offseason workout program.(g)
Voiding of Guarantees. Notwithstanding any other provision of this Section 9, a Club and player may negotiate the circumstances under which the guarantee of any unearned Salary (including, without limitation, Paragraph 5 Salary and/or future year roster bonuses, option bonuses or reporting bonuses) may be voided. This Subsection (g) only applies to the guarantee aspect of the contract provision, and not to the amount that can be earned, and in no way expands the permissible scope of Forfeitable Salary under this Section.(h)
Deduction/Payment. Recovery of any forfeiture under this Section may be made from any payments owed to a player under any NFL Player Contract with the Club claiming the forfeiture, from any salary, bonus installments, Performance-Based Pay, Postseason Pay, Severance Pay or Termination Pay otherwise owed by the claiming Club. If the player challenges such recovery by filing a proceeding before the System Arbitrator, the Club shall be required to put the disputed sums in escrow pending receipt of a final award. The assignment and/or termination of a player’s contract after events triggering the forfeiture shall not result in any waiver of the assigning or terminating Club’s right to seek to recover the full amount of any forfeiture.(i)
2006 CBA. This Section is intended to supersede Section 9 of Article XIV of the 2006 Collective Bargaining Agreement, and to overrule the decision in the proceeding under that Prior Agreement involving Plaxico Burress to the extent that the provisions in this Section 9 alter that decision with respect to Player Contracts entered into on or after July 25, 2011.(j)
Dispute Resolution. Any disputes regarding this Section, including any dispute regarding a player’s failure to repay Salary pursuant to this Section, shall be resolved exclusively by the System Arbitrator under the provisions of Article 15.(k)
Club Discretion. Except as provided in Subsection (e), any attempt to seek or collect a forfeiture from a player shall be solely in the Club’s discretion, and any failure by a Club to seek a forfeiture from a player under this Section shall not be deemed a violation of any provision of this Agreement.(l)
Contract Provision. It shall be permissible for a player and Club to agree in a Player Contract as follows: “Player shall be subject to forfeiture of Salary to the maximum extent permitted under Article 4, Section 9 of this Agreement. A player is not in any way obligated to agree to any such forfeiture clause, or any lesser forfeiture permitted by this Section.
Section 10. Return of Advanced Paragraph 5 Salary
A player and Club may agree to the circumstances in which a player shall have to return any advanced Paragraph 5 Salary, so long as such agreement does not affect the player’s ability to eventually earn such Paragraph 5 Salary by performing his services for the regular season week(s) in question. Nothing in this Section shall be construed to address the circumstances in which players are or are not entitled to Paragraph 5 Salary for such week(s).